Cotton & Western Mining Inc. (CWRN)

[JohnCM]

I am holding out for $0.25 per share.

The following letter from Mr. Jacobs is herein under paraphrased:

"In lieu of the fact that you have decided not to accept our buyout offer of $0.15 per share, the board and I are deliberating the possibility of increasing our buyout offer. The 2011 projected earnings of Cotton and Western, the recent acquisition of the additional mine and the rising iron prices add significant value to your company. The board and I believe that a potential buyout in the range of $0.18 per share may be warranted. We are reviewing a number of investment opportunities as we continue to diversify in the small-cap arena. Nevertheless, we hope to consummate a deal in the coming days with your company. Information regarding where shareholders may tender their shares will be provided at the appropriate time, once an official offer has been approved by all parties."

Sincerely,

Michael Jacobs

CEO