MINERAL PROPERTY OPTION AGREEMENT

A.            The Owner owns certain mineral property interests (commonly referred to as the " Lordeau property" ) located in upper part of Quebec, which mineral property interests are more particularly described in Schedule "A" attached hereto and forming a material part of this Agreement; and

B.            The Owner wishes to grant an option to Santos to acquire a seventy five percent (75%) interest in and to the Property (as hereinafter defined), and Santos wishes to acquire the same on the terms and conditions set forth herein.

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual covenants and agreements herein contained, the parties agree as follows: 

1.              DEFINITIONS  

1.1           In this Agreement and in the Schedules and the recitals hereto, unless the context otherwise requires, the following expressions shall have the following meanings: 

                "Acquiring Party" has the meaning ascribed to it in section 10.1 below.

                "Area of Mutual Interest" has the meaning ascribed to it in section 10.1 below.

                "Exchange" means any stock exchange or bulletin board that Santos may be listed on from time to time;

                "Execution Date" means the date the parties hereto have executed this Agreement. 

             "Expenditures" means all expenses, obligations and liabilities of whatever kind or nature spent or incurred directly or indirectly by Starfire from the date hereof in connection with the exploration and development of the Property; including monies expended in maintaining the Property in good standing and in applying for and securing all necessary leases or permits; monies expended toward all taxes, fees and rentals; monies expended in doing and filing assessment work; monies expended in staking or acquiring claims in the Area of Mutual Interest; expenses paid for or incurred in connection with any program of surface or underground prospecting, exploring, geophysical, geochemical and geological surveying, drilling and drifting, raising and other underground work, assaying and metallurgical testing and engineering, environmental studies, data preparation and analysis; costs of acquiring or preparing research materials, technical or geological reports and data; costs of paying the fees, wages, salaries and traveling expenses of all persons engaged directly in work with respect to and for the benefit of the Property, in paying for the food, lodging and other reasonable needs of such persons; and including a charge in lieu of overhead, management and other unallowable costs equal to ten (10%) percent of all such expenditures for contracts of less than $100,000, and five (5%) percent for contracts of $100,000 or more.

                "Option" has the meaning ascribed to it in section 2.1 below.

                "Property" means those mineral claims described in Schedule "A" hereto, together with all prospecting, research, exploration, exploitation, operating and mining permits, licenses and leases associated therewith, mineral, surface, water and ancillary or appurtenant rights attached or accruing thereto, and any mining license or other form of substitute or successor mineral title or interest granted, obtained or issued in connection with or in place of or in substitution for any such Property (including, without limitation, any property issued to cover any internal gaps or fractions in respect of such ground, and any land or mineral title or interest acquired in the Area of Mutual Interest pursuant to section 10 hereof). 

                 "NSR Royalty" has the meaning ascribed to it in section 2.6 below.

                "Shares" mean common shares in the capital of Santos or any successor company resulting from any merger, amalgamation or other corporate reorganization(s).

                "Title Dispute" shall have the meaning ascribed to it in section 13.1 below. 

2.             GRANT OF OPTION  

2.1           The Owner hereby gives and grants to Santos the sole and exclusive right and option (the " Option ") to acquire from the Owner a seventy five percent (75%) undivided interest in and to the Property (subject to the NSR Royalty reserved to the Owner as referred to in section 2.6) in accordance with the terms of this Agreement.

2.2           In order to exercise the Option and to earn its interest in the Property, Starfire shall:  

                (a)           issue and deliver to the Owner a total of 75,000 Shares as follows:  

(i)            75,000 Shares within ten business days of the date of approval of this Agreement by the board of directors of Santos;

                (b)           make cash payments to the Owner of a total of $10,000 as follows:  

 (i)           ten thousand ($10,000) dollars on the Execution Date, which sum is non-refundable and the receipt of which is hereby acknowledged by the Owner;

(c)          subject to section 2.4 below, incur at least fifty thousand ($50,000) dollars of Expenditures on the Property, as follows:  

(i)            twenty five thousand ($25,000) dollars on or before September 30, 2008; and

(ii)          an additional twenty five thousand ($25,000) dollars with in one year from July 25, 2008 expiry July 25, 2009.

                The issuance of 75,000 Shares, the cash payments totaling $10,000 and the requisite $50,000 in Expenditures required to exercise the Option, all as set out above, are herein collectively referred to as the " Option Price ".  

2.3           Any Shares delivered, cash payments made, or Expenditures incurred toward the Option Price that is over and above that required to be made during a particular time period in section 2.2 shall be carried forward and applied against the required payment in the subsequent period(s).  

2.4           In the event Santos fails to incur the full amount of Expenditures in any given year within the periods required under section 2.2, then Santos may, within 45 days after the end of such period, pay to the Owner an amount equal to the outstanding balance to be incurred for that specific year by way of 50% cash and 50% Shares, subject to Exchange approval if required at the time, or if such Exchange approval is required but not granted then 100% cash, whereupon deliverance of the cash and Shares to the Owner the Option shall remain in good standing.  For the purpose of this section, Shares shall be valued at the weighted average trading price per Share during the 10 trading days preceding the period end date (subject to any minimum price per Share required by policies of the Exchange). 

2.5           Upon the failure of Santos to deliver the consideration comprising the Option Price within the time periods set forth herein, the Owner shall provide Santos with written notice of default and Santos shall have a period of 30 days following receipt of such notice of default to rectify the same, failing which the Option and this Agreement shall automatically terminate at the end of such 30 day notice period without further notice from the Owner.  

2.6           The purchase and sale of the Property is subject to a 3% net smelter return royalty (" NSR Royalty ") in favour of the Owner, which NSR Royalty shall be calculated in accordance with the formula set out in Schedule "B" attached hereto and forming a material part of this Agreement.  Santos may purchase in the aggregate up to three-quarters (i.e., 2% NSR Royalty) of the NSR Royalty on the basis of one hundred thousand dollars for each one-tenth percent of the NSR Royalty (i.e., $100,000 per 0.1% NSR Royalty) acquired on the first one-half of the NSR Royalty (i.e, the first 1.0% NSR Royalty), and one hundred fifty ($150,000) dollars for each one-tenth percent of the NSR Royalty (i.e., $150,000 per 0.1% NSR Royalty) thereafter for the remaining NSR Royalty (i.e., the remaining 0.5% NSR Royalty).  To exercise its option to purchase the NSR Royalty or any portion thereof, Santos must provide the Owner with at least 30 days advance written notice of its intention to do so, and must close upon each purchase within 60 days of each notice.

3.             ACQUISITION OF INTEREST IN THE PROPERTY

3.1           At such time as Santos has paid to the Owner the Option Price in accordance with section 2.2 above, within the time periods specified therein, the Option shall be deemed to have been exercised by Santos and Santos shall have thereby, without any further act, acquired a seventy five percent (75%) undivided interest in and to the Property.

3.2           In the event that Santos has earned a 75% interest in the Property pursuant to section 3.1, the Owner and Santos agree to negotiate in good faith the terms and conditions of entering into a joint venture agreement to carry out further exploration and mining activities on the Property, with the intention that all costs and profits will be split proportionately by the parties according to their ownership of the Property.

4.             REGISTRATION AND TRANSFER OF PROPERTY INTERESTS

4.1           Upon the request of Santos after execution of the Agreement and at any time during the term of this Agreement, the Owner shall assist Santos to record this Agreement with the appropriate mining recorder.

4.2           The Owner shall further provide Santos with such recordable transfers as Santos and its counsel shall require to record its due interests in respect of the Property.

5.             REPRESENTATIONS AND WARRANTIES  

5.1           Santos represents and warrants to the Owner that:  

(a)           it has full power and authority to enter into and perform its obligations under this Agreement and any agreement or instrument referred to or contemplated by this Agreement;  

(b)           all necessary corporate approvals have been obtained and are in effect with respect to the transactions contemplated hereby;  

(c)           neither the execution and delivery of this Agreement nor any of the agreements contemplated hereby, nor the consummation of the transactions hereby contemplated conflict with, result in the breach of or accelerate the performance required by any agreement to which it is a party;  and

(d)           upon issuance, the Shares shall be validly issued as fully paid and non-assessable common shares of the Company. 

5.2           The Owner hereby represents and warrants to Santos that: 

(a)           it has full power, capacity and authority to enter into and perform its obligations under this Agreement and any agreement or instrument referred to or contemplated herein;  

(b)           neither the execution and delivery of this Agreement nor any of the agreements referred to herein or contemplated hereby, nor the consummation of the transactions hereby contemplated conflict with, result in the breach of or accelerate the performance required by any agreement to which he is a party;  

(c)           it is the legal and beneficial owner of all of the mineral interests comprising the Property, free and clear of all liens, charges and encumbrances and no taxes or rentals are due with respect to the Property;  

(d)           the Property is accurately described in Schedule "A" attached hereto and forming a material part of this Agreement;

(e)           each of the mineral claims comprising the Property has been duly and validly granted to or staked by the Owner, and is properly located and recorded with the appropriate mining authorities pursuant to all applicable laws and regulations of the jurisdiction in which the Property is situate

(f)            to the best of its knowledge, there are no restrictions on exploration and development on the Property or of the removal of minerals from the Property;

(g)           the Owner has the exclusive right to enter into this Agreement and has all necessary authority to dispose of his interests in and to the Property in accordance with the terms of this Agreement;  

(h)           t o the best of its knowledge, there is no adverse claim or challenge against or to the ownership of or title to any of the mineral interests comprising the Property or which may impede development, nor to the knowledge of the Owner is there any basis for any potential claim or challenge, and there are no outstanding agreements or options to acquire or purchase the Property or any portion thereof, and no persons have any royalty, net profits or other interests whatsoever in production from any of the mineral interests comprising the Property;

(i)            there are no pending or threatened actions, suits, claims or proceedings regarding the Property or any portion thereof of which the Owner is aware;

(j)            t he Owner has the full right and authority to exercise the Owner's rights and remedies under this Agreement, to waive any default of Santos under this Agreement, to exercise any and all claims which the Owner may have as against Santos under this Agreement and to collect, distribute and account for any and all payments and issuances made by Santos to the Owner under this Agreement;

Shares Representations

(k)           Offer not made in U.S.   The offer to acquire the Shares was not made to the Owner when the Owner was in the United States and at the time the Owner's buy order was made, the Owner was outside the United States;

(l)            Execution and Delivery of Agreement Outside U.S.   The Owner was outside the United States at the time this Agreement was executed and delivered;

(m)          Not a U.S. Person .  The Owner is not a U.S. Person, as that term is defined in Regulation S, promulgated under the United States Securities Act of 1933, as amended (the "1933 Act") .  The Owner acknowledges that a "U.S. Person" is defined by Regulation S to be any person who is:

(i)             any natural person resident in the United States;

(ii)            any partnership or corporation organized or incorporated under the laws of the United States;

(iii)           any estate of which any executor or administrator is a U.S. person;

(iv)           any trust of which any trustee is a U.S. person;

(v)            any agency or branch of a foreign entity located in the United States;

(vi)          any non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary organized, incorporate, or (if an individual) resident in the United States; and

(vii)         any partnership or corporation if:

(A)          organized or incorporated under the laws of any foreign jurisdiction; and

(B)          formed by a U.S. person principally for the purpose of investing in securities not registered under the 1933 Act, unless it is organized or incorporated, and owned, by accredited investors [as defined in Section 230.501(a) of the 1933 Act] who are not natural persons, estates or trusts;

(n)           Not Acquiring for a U.S. Person .  The Owner is not and will not be acquiring, the Shares are not being acquired directly or indirectly, for the account or benefit of a U.S. Person or a person in the United States and the Owner does not have any agreement or understanding (either written or oral) with any U.S. Person or a person in the United States respecting:

(i)            the transfer or assignment of any rights or interest in any of the Shares;

(ii)           the division of profits, losses, fees, commissions, or any financial stake in connection with this subscription; or

(iii)          the voting of the Shares;

(o)           No Directed Selling Efforts .  The Owner will not engage in any Directed Selling Efforts, as that term is defined in Regulation S, in respect of the Shares;

(p)           Distribution Compliance Period .&nbs