Merger Due Diligence deadline Tues. Nov.3, 2009

VOTING AGREEMENT

THIS AGREEMENT is made as of the 13th day of October, 2009.

BETWEEN: JOHN PATRICK SHERIDAN, JR. (the “Shareholder”)

-and- ROXMARK MINES LIMITED,

ARTICLE 1 ----------------------------.

SIGNED, SEALED AND

DELIVERED in the presence of: (signed) Patrick J. Sheridan, Jr.

ROXMARK MINES LIMITED

By: (signed) J.A. Richardson Title: Chief Financial Officer and Director

SCHEDULE “B” Shareholder Shares

Number of Shares held (directly or indirectly): 385,000

Number of Options held (directly or indirectly): 7,840,425

Number of Warrants held (directly or indirectly): 250,000

ROBERT MONTEMARANO (the “Shareholder”)

-and- ROXMARK MINES LIMITED,

Shareholder Shares

Number of Shares held (directly or indirectly): 2,546,000

Number of Options held (directly or indirectly): 1,200,000

Number of Warrants held (directly or indirectly): 300,000

ALAN FERRY (the “Shareholder”) -and- ROXMARK MINES LIMITED

Number of Shares held (directly or indirectly): Nil

Number of Options held (directly or indirectly): 500,000

Number of Warrants held (directly or indirectly): Nil

GARY CONN (the “Shareholder”) -and-ROXMARK MINES LIMITED

Number of Shares held (directly or indirectly): 5,115,093

Number of Options held (directly or indirectly): 1,000,000

Number of Warrants held (directly or indirectly): Nil

DENIS CRANE (the “Shareholder”) -and- ROXMARK MINES LIMITED

Number of Shares held (directly or indirectly): 2,795,455

Number of Options held (directly or indirectly): 1,000,000

Number of Warrants held (directly or indirectly): 125,000