Third Amended Fund Escrow Agreement

THIRD AMENDED FUND ESCROW AGREEMENT

THIS THIRD AMENDED FUND ESCROW AGREEMENT is made and entered into this 9th day of February, 2006, by and among GOLDEN WEST BREWING COMPANY, INC. (the "Company"), a Delaware corporation; and CORPORATE STOCK TRANSFER, INC., the "Escrow Agent"). 1. Purpose . The Company desires to make a public offering (the "Public Offering") of up to 1,000,000 Shares of Common Stock, $.0001 par value (the "Shares") in a direct public offering at the offering price of $0.50 per Share. The Public Offering is to be made pursuant to a registration statement (the "Registration Statement") and prospectus (the "Prospectus") included therein which has been filed with the United States Securities and Exchange Commission on Form SB-2 under the Securities Act of 1933, as amended, and pursuant to filings that have been made or will be made with the applicable authorities of states in which the offering will be made. The Company will not engage the services of a broker-dealer to serve as underwriter in the Public Offering. The Company wishes to make provision to escrow the gross proceeds from the sale of all 1,000,000 Shares sold in the Public Offering. The Company and the Escrow Agent desir e to enter into an agreement with respect to the above-described escrow arrangements.

2. Deposit of Proceeds . The Company agrees to deliver to the Escrow Agent, immediately upon receipt thereof, all proceeds from the sale of the Shares sold in the Public Offering at the offering price of $0.50 per Share (a total of up to $500,000), together with a written account of each sale. The written account shall set forth, among other things, the names and addresses of the purchasers, the number of Shares purchased by each, the amount paid therefor, and whether the consideration received was in the form of cash or evidenced by a check.

3. Escrow Account . All money delivered to the Escrow Agent pursuant hereto shall be deposited immediately by the Escrow Agent in a separate account established by the Escrow Agent pursuant to this Agreement (the "Escrow Account"). The Escrow Account shall be created and maintained subject to the customary rules and regulations of the Escrow Agent pertaining to such account, and shall be entitled "Golden West Brewing Company, Inc. Escrow Account."

4. Escrow Period . During the Escrow Period (as herein after defined), all amounts deposited in the Escrow Account shall not become the property of the Company or any other entity, and except as provided herein, the Escrow Agent shall make or permit no disbursements from the Escrow Account.

a. The Escrow Period shall begin with the commencement of the Public Offering, which shall be the effective date of the aforesaid Registration Statement, and shall terminate on a date which is the earlier of (i) the deposit into the Escrow Account of $500,000 representing the proceeds from the maximum offering of 1,000,000 Shares, or (ii) 90 days from the commencement date of the Offering, unless extended for up to an additional 90 days at the discretion of the Company.

5. Delivery of Proceeds if Minimum Offering Sold . In the event the Escrow Period terminates and there has been deposited and collected in the Escrow Account of a minimum $200,000 from the sale of 400,000 Shares, the Escrow Agent shall deliver and pay over to the Company all amounts deposited in the Escrow Account, with interest, less the Escrow Agent's fees. Immediately following such payments, the Escrow Agent shall be completely discharged of its obligations hereunder and released of any further liabilities or responsibilities hereunder.

6. Delivery of Proceeds if Minimu ...