THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933.  THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHER­WISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, OR AN OPINION OF COUNSEL SATISFACTORY TO THE BORROWER THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.

American Petro-Hunter, Inc., a Nevada corporation (the “ Company ”), for value received, promises to pay to the order of John E. Friesen (the “ Holder ”), the sum of $500,000, or the aggregate unpaid principal balance of all amounts outstanding hereunder, whichever is less (the " Principal "), plus simple interest thereon from the date first set forth above until paid at an annual interest rate equal to eighteen percent (18%) and in accordance with the provisions of Section 2 below.  Any remaining principal and interest hereof will be payable at the principal office of the Company or by mail to the registered address of the Holder on or before September 15, 2010 (the “ Repayment Date ”) except that no payment will be required to the extent that such principal and interest are or have been paid or converted pursuant to the terms hereof or under the Agreement.

This Note is issued by the Company in connection with that certain Note Purchase Agreement dated as of even date herewith (the “ Agreement ”).  This Note incorporates by reference all the terms of the Note Purchase Agreement.  The following is a statement of the rights of the Holder and the conditions to which this Note is subject, and to which the Holder, by the acceptance of this Note, agrees:

1.            Definitions .  As used in this Note, the following terms, unless the context otherwise requires, have the following meanings:

1.1           “ Company ” will mean American Petro-Hunter, Inc. and will include any corporation, partnership, limited liability company or other entity that will succeed to or assume the obligations of the Company under this Note.

1.2           “ Holder ” will mean any person who will at the time be the registered holder of this Note.

2.            Conversion and Payment of Interest

2.1           Any monthly royalty fee payable to the Company from any of the Company’s current or future working interests in its wells will be payable by mail to the registered address of the Holder in an amount up to the amount of accrued but unpaid interest.  Such payment shall continue until and including the Repayment Date. All accrued but unpaid interest and the unpaid principal balance shall be paid in full on the Repayment Date. Any payment shall be credited first to accrued but unpaid interest and the balance to principal, and interest shall cease to accrue on the amount of principal so paid. Interest shall be computed on the basis of a year of 365 days for the actual number of days elapsed.

2.2           At any time prior to the Repayment Date, Holder at its option and upon prior written notice to the Company, may convert in whole or in part, the outstanding Principal and accrued but unpaid interest thereon (the “ Debt ”) into shares of common stock of the Company based on a per share conversion price of the lower of (i) $0.35, or (ii) a twenty five percent (25%) discount to the average closing trading price (as reported by Bloomberg) of a share of Company common stock during the five (5) trading days prior to the conversion date  (the “ Conversion Price ”); provided , however, the number of shares of Company common stock that may be acquired by Holder upon any conversion of the Debt shall be limited to the extent necessary to ensure that, following such exer