Neutron Energy, Inc. Watch

from S-1/A 9 pages The Securities Evidenced by This Warrant Have Not Been Registered Under the Securities Act of 1933, as Amended, or Applicable State Securities Laws, and No Interest May Be Sold, Distributed, Assigned, Offered, Pledged or Otherwise Transferred Unless (A) There Is an Effective Registration Statement Under Such Act and Applicable State Securities Laws Covering Any Such Transaction Involving Said Securities, (B) the Company Receives an Opinion of Legal Counsel for the Holder of the Securities Satisfactory to the Company Stating That Such Transaction Is Exempt From Registration or (C) the Company Otherwise Satisfies Itself That Such Transaction Is Exempt From Registration. No. W- 2 1,623,723 Warrant to Purchase Issued: 12 April 2010 $0.001 Par Value Common Stock Neutron Energy, Inc. Warrant 1. Method of Exercise

from S-1/A 9 pages The Securities Evidenced by This Warrant Have Not Been Registered Under the Securities Act of 1933, as Amended, or Applicable State Securities Laws, and No Interest May Be Sold, Distributed, Assigned, Offered, Pledged or Otherwise Transferred Unless (A) There Is an Effective Registration Statement Under Such Act and Applicable State Securities Laws Covering Any Such Transaction Involving Said Securities, (B) the Company Receives an Opinion of Legal Counsel for the Holder of the Securities Satisfactory to the Company Stating That Such Transaction Is Exempt From Registration or (C) the Company Otherwise Satisfies Itself That Such Transaction Is Exempt From Registration. No. W- 1 1,428,571 Warrant to Purchase Issued: 5 April 2010 $0.001 Par Value Common Stock Neutron Energy, Inc. Warrant 1. Method of Exercise