EXHIBIT 2.1
AGREEMENT AND PLAN OF REORGANIZATION
This Agreement and Plan of Reorganization (the "Agreement"), entered into this 4th day of August 2000, is by,
between, and among Shadows Bend Development, Inc. (formerly known as Silver Beaver Mining Company,
Inc.), a publicly held Nevada corporation (hereinafter the "Purchaser"), Shadows Bend Development, Inc., a
Louisiana corporation (hereinafter the "Private Company"), and the shareholders of the Private Company who
are listed on Schedule "A" hereto and have executed Subscription Agreements in the form attached in Schedule
"B" hereto (the "Shareholders").
RECITALS:
WHEREAS, the Purchaser wishes to acquire, and the Shareholders, by executing Schedule "B" hereto, are
willing to sell, all of the outstanding stock of the Private Company in exchange solely for a part of the voting stock
of the Purchaser whereby the Shareholders would acquire a controlling interest of the Purchaser; and
WHEREAS, the parties hereto intend to qualify such transaction as a tax-free exchange pursuant to Section 368
(a)(1)(B) of the Internal Revenue Code of 1986, as amended;
NOW, THEREFORE, based upon the stated premises, which are incorporated herein by reference, and for and
in consideration of the mutual covenants and agreements set forth herein, the mutual benefits to the parties to be
derived herefrom, and other good and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the parties hereto approve and adopt this Agreement and Plan of Reorganization and mutually
covenant and agree with each other as follows:
1. Shares to be Transferred and Shares to be Issued
1.1 Transfer of Shares by Private Company Shareholders. On the Closing Date the Shareholders shall transfer to
the Purchaser certificates for the number of shares of the common stock of the Private Company described in
Schedule "A," attached hereto and incorporated herein, which in the aggregate shall represent all of the issued
and outstanding shares of the common stoc