0001096906-13-000342 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 19th, 2013 • Worthington Energy, Inc. • Crude petroleum & natural gas • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 27, 2013, by and between WORTHINGTON ENERGY, INC. f/k/a PAXTON ENERGY, INC., a Nevada corporation, with headquarters located at 220 Montgomery Street - Suite 1094, San Francisco, CA 94104 (the “Company”), and ASHER ENTERPRISES, INC., a Delaware corporation, with its address at 1 Linden Place, Suite 207, Great Neck, NY 11021 (the “Buyer”).

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WORTHINGTON ENERGY, INC. COMMON STOCK AND WARRANT PURCHASE AGREEMENT
Common Stock and Warrant Purchase Agreement • March 19th, 2013 • Worthington Energy, Inc. • Crude petroleum & natural gas • Nevada

This Common Stock and Warrant Unit Purchase Agreement (the "Agreement") is made as of February 25, among Worthington Energy, Inc., a Nevada corporation (the "Company") and Alan Kau (the "Investor").

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CONSULTING AGREEMENT
Consulting Agreement • March 19th, 2013 • Worthington Energy, Inc. • Crude petroleum & natural gas • California

David E. T. Pinkman, an individual resident in the City of Calgary in the Province of Alberta (hereinafter called the “Consultant”)

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