Stock Repurchase Agreement

      This Stock Repurchase Agreement is entered into as of August 13, 2007, by Drayton Harbor Resources Inc., a Nevada corporation (the "Company"), and John Briner ("Briner").

      Whereas, the Company, on June 8, 2006, granted to Briner, 5,000,000 shares of common stock (the "Common Shares").

      Whereas, the parties have agreed that the Company will repurchase 2,500,000 of the Common Shares (the "Repurchase Shares").

      Whereas, this Agreement is being entered into to set forth the terms and conditions upon which the Company will repurchase such Repurchase Shares from Briner (the "Repurchase").

SECTION 1. REPURCHASE.

      (a) Scope of Repurchase. 2,500,000 of the Common Shares held by Briner shall be repurchased by the Company.

      (b) Repurchase Consideration/Release of Claims. The Repurchase shall be for and in consideration of Briner’s release from any and all responsibilities related to his positions as an officer and director of the Company and the Company’s agreement to release Briner from any and all claims related to his position(s) with the Company.

      (c) Redemption of The Repurchase Shares. Briner hereby agrees to sell and assign all of the Repurchase Shares to Company at the closing and agrees to execute such stock powers and other instruments of conveyance as may be reasonably requested by Company in order to effectuate the transfer of the Repurchase Shares.

Termination of Rights as Stockholder. If the Company makes available, at the time and place and in the amount and form provided in this Agreement, the consideration for the Repurchase Shares to be repurchased in accordance with this Section 1, then after such time the person from whom such Repurchase Shares are to be repurchased shall no longer have any rights as a holder of such Repurchase Shares (other than the right to receive payment of such consideration in accordance with this Agreement). Such Repurchase Shares shall be deemed to have been repurchased in accordance with the applicable provisions hereof, whether or not the certificate(s) therefore have been delivered as required by this Agreement.

SECTION 2. RESTRICTIONS ON TRANSFER.

      Briner shall not transfer, assign, encumber or otherwise dispose of any Repurchase Shares, except as provided in the following sentence. Briner may transfer Repurchase Shares by beneficiary designation, will or intestate succession, provided that the transferee agrees in writing on a form prescribed by the Company to be bound by all provisions of this Agreement. If Briner transfers any Repurchase Shares, then this Agreement shall apply to the transferee to the same extent as to Briner. The Company shall not be required to (i) transfer on its books any Repurchase Shares that have been sold or transferred in contravention of this Agreement or (ii) treat as the owner of Repurchase Shares, or otherwise to accord voting, dividend or liquidation rights to, any transferee to whom Repurchase Shares have been transferred in contravention of this Agreement.

SECTION 3. SUCCESSORS AND ASSIGNS.

      Except as otherwise expressly provided to the contrary, the provisions of this Agreement shall inure to the benefit of, and be binding upon, the Company and its succes