EXHIBIT 10.1
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                                          Name of Investor:_____________________

Addendum to subscription agreement dated July 1, 2006

Element 21 Golf Company
200 Queens Quary East, Unit 1
Toronto, Ontario, Canada,  M5J2L4


The undersigned ("Investor") agrees to amend paragraph 4(i) of the subscription
agreement as follows:

         (i)      The Company will not use any of the proceeds of the Investors
                  investment in the Securities to pay off any outstanding
                  indebtedness of the Company evidenced by those certain
                  convertible promissory notes of the Company issued between
                  February 2006 and the date hereof (the "Promissory Notes").
                  The Company will use its commercially reasonable efforts to
                  cause the holders of each of the Promissory Notes to elect to
                  convert such Promissory Notes into shares of Common Stock. The
                  Investor shall be under no obligation to advance the Remaining
                  Investment Amount if the Company shall fail to convert at
                  least 0% of aggregate outstanding principal amount of the
                  Promissory Notes into Common Stock prior to November 30, 2006.

The effect of this amendment shall be to remove any preconditions to the
Investment of $1,000,000 by November 30, 2006 as more fully described in
paragraph 2(b) of the subscription agreement.

Signed

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Date

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Witness                                     Witness

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