Dear Shareholders,

Let me begin by thanking those many shareholders who have sent e-mails and made calls of support and encouragement over the past months.

Many shareholders have inquired to U.S. Rare Earth Minerals, Inc about the status of Vietnam. Unfortunately, we haven’t heard from the former President and Board Chairman since his resignation. By his silence, we can only assume that he has failed in his effort to sell our products in Vietnam. We wish him the best of luck in his continued perseverance and stand ready to fill any and all orders he might possibly bring to the Company.

Now for some good news. Currently, our domestic sales continue to grow and our cash flow is reasonable for a company of our size. We continue to work with some of our old customers who stopped ordering for one reason or another, bringing them back as satisfied users of Excelerite®. And, under the auspices of our new Director and Company Comptroller, Doni Kendig, we are financially stable.

Besides domestic sales, we are working with other substantial international prospects in India, Algeria and Colombia. Domestically, we are working with a Colorado firm that is involved in water reclamation project and determining what role we can play.

Although we are optimistic that sales will materialize, there can be no assurance that we will receive purchase orders.
India: I have a longstanding relationship with our Indian distributor. He has been a reliable buyer of containers of Excelerite® for use in India. Just this week, he launched a television advertising program promoting Excelerite® throughout that country.

His customers are involved with palm oil, aquaculture, agriculture, poultry husbandry and chicken egg production businesses. One chicken egg producer, having over 5,000,000 laying hens, has tested Excelerite® with excellent results. The palm oil results also exceeded expectations.

The Indian distributor has given USREM an indication of interest exceeding 40,000 tons of Excelerite® per year and expects to start within the next month.

Algeria: We are dealing with a Canadian company that is working with the Algerian government to develop a massive, $350,000,000 farming project in northern Algeria. The government there has committed 25,000 hectors (61,750 acres) of ‘fallow’ farmland for the development of an 18,000 head dairy, a 50,000 head feed lot, a 15,000 head sheep farm, a 5,000 head goat farm and a facility to accommodate 500,000 chickens. 62% of the $350,000,000 investment is being made by the Algerian government and The World Bank in Montreal is submitting the balance on behalf of the Canadian company.
They will require thousands of tons of Excelerite® and have indicated they will send orders for 60,000 tons as soon as the project is completely funded. The P.O.’s will be issued along with a bank wire for 50% of the order. USREM has agreed to ramp up and ship their orders within an eight-month period.

We are not at liberty to disclose the name of the Canadian company and we have not signed an agreement with them. We are optimistic that this business opportunity will come to fruition soon.

Colombia: Our Colombian distributor was recently licensed to sell Excelerite® by the Colombian authorities and is preparing his storage and distribution warehouse to receive his first shipment. He has indicated his requirement of approximately 400 tons of Excelerite® per month on an on-going basis. He will visit us the second week in August, meet our management team and visit our mining site. We expect him to place his first order during his visit.
Colorado: I am constantly in touch with a customer in Colorado who had tentative funding for a massive water reclamation project who indicated their first order will be a minimum of 2.000 tons of bulk Excelerite® once his operation begins. They estimate their required amount of Excelerite® will exceed 9,000 tons over a six-month period. We are hoping they will be fully funded and begin in late August.

Imperial Valley: We are fortunate to have satisfied customers where they farm all year long. We are currently averaging 110 tons monthly to that area. One farmer just invested $50,000 in spreader equipment to be used exclusively for applying Excelerite® so we believe we will soon see an increase in sales.

Plans for the future: Plans are already underway to construct a bagging facility near our mining site in Nevada. There, we will bag 5, 10 and 25 pound bags of Excelerite® to be sold via our website, Amazon and at retail stores as before. The home gardening demand for Excelerite® is strong and we see the need to fill that demand.

Finally, within the next few months, we will be developing a comprehensive marketing program for the sale of Excelerite for human and animal consumption. Here again, the demand for these products is enormous. We intend to market the capsules on the internet and in health food stores throughout the USA. We hope to launch an infomercial for the human consumption capsules regionally to be tested by early fall, depending on the availability of funds.

Yours truly,
Mike Herod President