1366899--6/15/2009--AMERICAN_URANIUM

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Risks Related to our Business Because of the unique difficulties and uncertainties inherent in mineral exploration ventures, we face a high risk of business failure. Because of the speculative nature of the exploration of mineral properties, there is no assurance that our exploration activities will result in the discovery of any quantities of uranium on the Pinetree-Reno Creek Property, the Arizona Properties or any other additional properties we may acquire. Because of the inherent dangers involved in mineral exploration and exploitation, there is a risk that we may incur liability or damages as we conduct our business. The potential profitability of mineral ventures depends in part upon factors beyond the control of our company and even if we discover and exploit mineral deposits, we may never become commercially viable and we may be forced to cease operations. Exploration and exploitation activities are subject to comprehensive regulation which may cause substantial delays or require capital outlays in excess of those anticipated causing an adverse effect on our company. Uranium prices are highly volatile; even if we do discover a deposit of uranium, if the price of uranium is too low, we would not be able to exploit that resource. Risks Associated with our Company The recent weakening of economic conditions in the U.S. and around the world could have harmful effects on our ability to raise money to fund our planned operations, which could cause us to be unable to recommence our planned exploration program on the Pinetree-Reno Creek Property or the Arizona Properties, which are currently the only properties we intend to explore. If this happens, we would likely go out of business and investors will lose their entire investment. Because both the Pinetree-Reno Creek Property and the Arizona Properties may not contain commercially exploitable uranium and we have never made a profit from our operations, our securities are highly speculative and investors may lose all of their investment in our company. As we face intense competition in the uranium exploration and exploitation industry, we will have to compete with our competitors for financing and for qualified managerial and technical employees. If we are unable to successfully compete for properties, financing or for qualified employees, or if our competitors are able to locate and produce minerals at lower costs, our operations will suffer. We have a history of losses and have a deficit, which raises substantial doubt about our ability to continue as a going concern. Our future is dependent upon our ability to obtain financing. If we do not obtain such financing, we may have to cease our exploration activities and investors could lose their entire investment. Because we may never earn revenues from our operations, our business may fail. We have a limited operating history and if we are not successful in operating our business, then investors may lose all of their investment in our company. Risks Associated with our Common Stock If we issue additional shares in the future, it will result in the dilution of our existing shareholders. We do not intend to pay dividends on any investment in the shares of stock of our company. Trading on the OTC Bulletin Board may be volatile and sporadic, which could depress the market price of our common stock and make it difficult for our stockholders to resell their shares. Our stock is a penny stock. Trading of our stock may be restricted by the SEC s penny stock regulations and FINRA s sales practice requirements, which may limit a shareholder s ability to buy and sell our stock.

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1366899--6/15/2009--AMERICAN_URANIUM_CORP