MEMBERSHIP INTEREST PURCHASE AGREEMENT

Exhibit 10.2

MEMBERSHIP INTEREST PURCHASE AGREEMENT

This Agreement dated October 9, 2013 by and between FAL Minerals, LLC, an Alabama limited liability company (the “Company”), and ▇▇▇▇▇ ▇▇▇▇▇ & Associates, PLLC (the “Purchaser’’); and

WHEREAS, FAL Minerals, LLC. owes ▇▇▇▇▇ ▇▇▇▇▇ & Associates, PLLC legal fees for services performed in the amount of $10,000.00; and

WHEREAS, ▇▇▇▇▇ ▇▇▇▇▇ & Associates, PLLC has agreed to accept a membership interest in lieu of the past legal fees;

NOW THEREFORE, it is agreed as follows:

The terms of this Agreement shall only apply to legal services provided prior to the execution of this Agreement.

The Members agree to issue a TWO (2%) interest in FAL Minerals, LLC. to ▇▇▇▇▇ ▇▇▇▇▇ & Associates, PLLC, and each member shall contribute a portion of their interest in proportion to their ownership.

The new Membership Interests shall be as follows:

▇▇▇▇▇ ▇▇▇▇▇ & Associates, PLLC			2	%
▇▇▇▇ ▇▇▇▇▇▇▇▇			58.8	%
Brazil Gold Corp			19.6	%
FAL Exploration Corp			19.6	%
Total			100.00	%

Each Member shall signify their agreement by signing below.

▇▇▇▇▇ ▇▇▇▇▇ & Associates, LLC

▇▇▇▇ ▇▇▇▇▇▇▇▇

Brazil Gold Corp

FAL Exploration Corp.