Western Sierra Resource Corp (WSRC)

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The JV requires the Company to fund the 4 phases of development under the following funding schedule:

1) First Payment $25,000 due 10 business days of execution of this agreement (PHASE I)
2) Second payment of $50,000 due 30 days from first payment above (PHASE I)
3) Third payment of $350,000 due 120 days from first payment above (PHASE II)
4) Forth payment of $100,000 due 240 days from first payment above (PHASE III)
5) Fifth payment of $600,000 due 365 days from first payment above (PHASE IV)
6) Sixth payment of $250,000 due 425 days from first payment above (PHASE IV)
Note: Funding may be modified by mutual consent as development process progresses.

Western Sierra Mining agreed to sell 40mm Series E Preferred Stock it received in 2009 from the Company to a group of investors for $400,000.

These preferred shares were issued to Western Sierra Mining in 2009 as part of the parties previous joint venture efforts. Western Sierra Mining has agreed to apply these funds, on behalf of the Company, to the funding schedule above therefore completing the funding required for Phase I and II of the claims development.

As consideration for the sale of the preferred shares, the Company has agreed to assign back to Western Sierra Mining 5% of its joint venture interest in the claims. The Company may buy back the 5% interest for $100,000.

Additionally, the Company has agreed to issue Western Sierra Mining four million shares of a new series of preferred that may be converted to common in 1 year.

However the Amendment filed by Marc on Aug. 16th does not have a one year restriction and the conversion rate was changed to 15-1.