Preview | Warrant for the Purchase of Shares of Common Stock |

THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.

For Value Received, RHINO OUTDOOR INTERNATIONAL, INC., a Nevada corporation ("Company") hereby certifies that YAMABUGGY, LLC, a Delaware limited liability company ("Holder"), or assigns, is entitled, subject to the provisions of this Warrant, to purchase from the Company, at any time before 5:00 p.m. (Pacific Time) on December 31, 2010, ( "Expiration Date"), up to Fifty Million (50,000,000) fully paid and nonassessable shares of Common Stock of the Company, subject to adjustment as hereinafter provided. Holder may purchase such number of shares of Common Stock at a purchase price per share, as appropriately adjusted pursuant to Section 6 hereof, of $0.072 per share ("Exercise Price"). The Holder may purchase such number of shares of Common Stock equal the Exercise Price divided by the net revenues paid to the Company?s wholly-owned subsidiary, Yamabuggy Sales and Distribution, Inc. pursuant to the Sales and Distribution Agreement dated October 15, 2007. Notwithstanding the foregoing, Holder may, at any time and from time to time, following a ?Trigger Event?, purchase the shares of Common Stock. The term ?Trigger Event? shall refer to the sale of all or substantially all of the assets of the Company or any merger or acquisition of the Company or any other business combination transaction to which the Company is a party. The term "Common Stock" shall mean the aforementioned Common Stock of the Company, together with any other equity securities that may be issued by the Company in addition thereto or in substitution therefor as provided herein.

The number of shares of Common Stock to be received upon the exercise of this Warrant and the price to be paid for a share of Common Stock are subject to adjustment from time to time as hereinafter set forth. The shares of Common Stock deliverable upon such exercise, as adjusted from time to time, are hereinafter sometimes referred to as "Warrant Shares".

This Warrant may be exercised in whole or in part, but in no more than three parts, on any business day prior to the Expiration Date by presentation and surrender hereof to the Company at its principal office at the address set forth in the initial paragraph hereof (or at such other address as the company may hereafter notify Holder in writing) with the Purchase Form annexed hereto duly executed and accompanied by proper payment of the Exercise Price in lawful money of the United States of America in the form of a check, subject to collection, for the number of Warrant Shares specified in the Purchase Form. If this Warrant should be exercised in part only, the Company shall, upon surrender of this Warrant, execute and deliver a new Warrant dated as of the date hereof and evidencing the rights of holder thereof to purchase the balance of the Warrant Shares purchasable hereunder.

Upon receipt by the Company of this Warrant and such Purchase Form, together with proper payment of the Exercise Price, at the principal office of the Company, Holder shall be deemed to be the holder of record of the Warrant Shares, notwithstanding that the stock transfer books of the Company shall then be closed or that certificates representing such Warrant Shares shall not then be actually delivered to Holder.