X0202 4 2006-07-27 0 0001125532 MFC DEVELOPMENT CORP mfcd.ob 0001101699 GERSON ALAN SUITE 204 18702 NORTH CREEK PARKWAY BOTHELL WA 98011 1 1 0 0 President & COO Options 0.52 2006-07-27 4 A 0 1000000 0 A 2011-07-27 Common stock Par Value $.001 1000000 1000000 D Pursuant to the terms of Alan Gerson's Employment Agreement, approved by MFC Development Corp.'s Board of Directors on July 18, 2006, Mr. Gerson was granted an opton to purchase 1,000,000 shares of MFC common stock (the "Option") under the Company's 2006 Equity Incentive Plan. The right to purchase 200,000 shares underlying the Option vest immediately, with the remainder of the Option vesting ratably over a 30 month period beginning on July 15, 2006 and expiring on January 15, 2009. Alan Gerson 2006-07-28