Here is an excerpt from the Prospectus filed in February 2010 as regards to the 'Forced PP'. No public offerings took place during the year. Hence this PP? Coming out from nowhere, just after the AGM where it was told that we are fully financed (20MM), and no further financing is required... It looks not like an usual financing PP. More in the nature of a 'convenience' PP!!! Good way to average down from the forced 2,75$ placement... And, as K pointed out, probably at the eve of something big...

PURCHASE AND SETTLEMENT AGREEMENT

Pursuant to the terms of the Purchase and Settlement Agreement, the Investors have agreed to purchase from the Corporation, and the Corporation has agreed to sell to theInvestors, the Offered Shares at the Issue Price.The Purchase and Settlement Agreement was entered into as part of a settlement of a dispute related to the tendering by

the Investors of Freewest common shares to the Offer pursuant to notices of guaranteed delivery (the “Dispute”).

The Investors have waived any and all statutory rights of withdrawal or rescission with respect to the purchase of the Offered Shares. Both the Corporation and the Investors have made appropriate representations and warranties. Standard conditions of closing will apply to the Offering, including the entering into by the Corporation and the

Investors of a full and final mutual release discharging each other and their respective affiliates from any and all claims arising from or relating to the Dispute.

The Investors have paid the Corporation an aggregate of $50,000 for expenses incurred by the Corporation in connection with the Dispute and the Offering.The Corporation and the Investors have also entered into a non-disclosure agreement which remains in full force and effect, in accordance with its terms.

The Investors have been granted a one year right of participation whereby the Investors have the pro rata right to participate for an aggregate of up to 25% of any public offering by the Corporation pursuant to a prospectus filed with a securities regulatory authority in Canada, the United States or elsewhere.

The Corporation has received the conditional approval of the TSXV to list the Offered Shares.Listing is subject to the Corporation fulfilling all of the listing requirements of the TSXV.

The Offered Shares have not been, and will not be, registered under the 1933 Act, as amended or any state securities laws and may not be offered or delivered, directly or indirectly, or sold in the United States or to, or for the account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) or persons in the United States.

The Offered Shares will be issued directly by the Corporation to the Investors. No underwriters, dealers or agents will be involved in this issuance. No underwriter has been involved in the preparation of this short form prospectus or performed any review of the contents of this short form prospectus.

GLTA.

BaBe.