Letter of Intent

DA TE：xx-xx, 2012

日期：

To: TLR Energy INC (375 South End Ave., N.Y, N.Y. 10280 USA)

Via :Pangea Capital Partners LLC

8 Crownview Ct.

Sparta, NJ 07871

USA

Dear Sir,

LETTER OF INTENT

This Letter of Intent is by and between TLR Energy Inc. as the Seller or representative and xx as the Buyer for the intent of entering into a Contractual Agreement for selling and purchasing of Steam coal of South Africa origin as per the terms and specifications below.

A)TERMS OF TRANSACTIONS

Type of coal: South Africa Steam Coal In Bulk

Origin：Mpumalanga, South Africa

Contract Term：spot or long term contract

Contract Period：June xx 2012 ---December 2014

Pricing：US$ xx CIF ，**PORT CHINA

Delivery：CIF，Main China Port

Loading Port：Seller’s option

Destination Port ：Main China Port (buy’s option confirmed in contract) Shipment Terms：xx Metric Tons+/- 10% at buyer’s Option

Performance Bond: Two Percent (2%) to be issued at same time as Letter of

Credit becomes activated

Inspection:

B)SPECIFICATIONS : AS BELOW

PARAMETER BASIS TYPICAL REJECTED

TOTAL MOISTURE 9.0%, >11%

INHERENT

2% NM

MOISTER(ADB)

ASH CONTENT 11% >12%

VOLATILE MATTER 25% NM

FIXED CARBON BY

57% NM

DIFFERANCE

TOTAL SULPHUR .9% >1%

6,400KCAL/KG <6,200KCAL/KG

NET CALORIE

VALUE(NAR)

HGI 51 >70

HYDROGEN 3.6% NM

NINTROGEN 1.7% NM

C) INSPECTION: SGS inspection cost to be paid by seller. Seller shall inspect the

commodity at the port of loading. SGS shall issue an inspection certificate of the loaded quantity and quality for each shipment to certify that the goods are in good order/conditions and being conformed to the specifications herein stated.

D)FORM OF PAYMENT: Documentary Letter of Credit at sight.******

E)PERFORMANCE BOND: As per procedure herein, Seller issues a Performance Bond (PB) for the amount of 2% of the value of each shipment.

F) BANKING INFORMATION

Our banking coordinates are as follows:

BANK NAME: xxxBank

BANK ADDRESS:

ACCOUNT NAME:

ACCOUNT

NUMBER:

SWIFT CODE:

BANK OFFICER: JP

TEL Number:

FAX Number:

E-MAIL:

This letter of intent is subject to final approval and agreement by both Buyer and Seller of all the terms and conditions herein as well as the subsequent Contract of Sale all of which has to be reduced into writing and signed by both parties.

THIS LOI VALIDITY IS TWO WEEKS FROM ISSUANCE.

BUYER’S SIGNATURE, STAMP AND DATE:

买方签字盖章/日期

By: Mr.xx xx 20, 2012

Xxx 职务名称

xxxxxCo., 公司名称