V:CRE WWW.CECORP.CA

May 2011

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DISCLAIMERS

Forward Looking Statements

Except for historical information contained herein, this presentation maycontain forward looking statements including but not limited to commentsregarding predictions and projections. Forward looking statements addressfuture events and conditions and therefore involve inherent risks anduncertainties. Although Critical Elements Corporation believes that suchexpectations are reasonable, there can be no assurance that suchexpectations will prove to be correct, and therefore actual results may differmaterially from those currently anticipated in such statements. You arecautioned not to place undue reliance on any such forward lookingstatements, whether made in this presentation or in any question andanswer period related to this presentation.

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CORPORATE AND INVESTOR INFORMATION

Board and Management

Jean-Sébastien Lavallée, P.Geo, President & CEO

Michel Robert, M.A.Sc. Eng, Director

Jean Rainville, Eng., Director

Jenna Hardy, M.B.A., P.Geo, Director

Nathalie Laurin, CFO & Secretary

Market Information

Trading Symbol: TSX-V:CRE Frankfurt F12 OTCQX CRECF

Share Structure: 110 M ($0.22)

Market Cap: $26 M

Cash: $3M hard dollars including credits$2M from Flow-Through funds forexploration

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BOARD OF DIRECTORS

Jean-Sébastien Lavallée, President & CEOMr. Lavallée has been active in mining exploration since 1994. He is the vice president of Consul-TeckExploration Inc., a consulting firm of Val-d`Or founded in 2003 that specializes in mining exploration innorthern areas. Most of the firm’s mandates involve the generation and execution of projects in remoteareas. Mr. Lavallée has acted as a geologist for many companies, including Eloro Resources Ltd.,Uracan Resources Ltd., Agnico-Eagle Mines Ltd., Noranda Minerals Inc., Champion Minerals Inc.,Matamec Explorations Inc. and Argex Mining Inc. Having been responsible for the planning andexecution of many exploration programs in recent years, Mr. Lavallée has acquired a solid experiencein exploration project development.

Michel Robert, DirectorM.A.Sc.Eng., has over 40 years of mining industry experience in engineering, operations management.He has been responsible for operations of mining companies in both North and South America,including Niobec, Highmont, Tintaya, La Coipa, Quiruvilca, Huaron, and has completed numerous duediligence for financing and takeover mandates on existing projects in the Americas and Asia. He hasbeen a director or senior executive of private and public companies such as SNC, Golden Star, PanAmerican Silver, H.A.Simons Int’l, Aley Corporation, as well as acting as a technical advisor forcompanies involved in gold, copper, silver, tantalum, niobium and iron.

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BOARD OF DIRECTORS (CONTINUED)

Jean Rainville, DirectorChief Executive Officer of BlackRock Metals Inc., has 30 years of experience in the mining industry andfinancial markets. He started his career as a mining analyst, and has acted as a corporate director formany companies. He has recognized Canadian and international mine finance expertise. He was thedirector and branch manager for a Canadian investment broker from November 2000 to July 2008. Hehas been the Chief Financial Officer of NQ Exploration Inc., a company listed on the TSX VentureExchange, since April 2008, and was a director of Birim Goldfields, a company listed on the TSXVenture Exchange, from September 1994 to March 2008. He has also been a director of Gee-TenVentures Inc., a company listed on the TSX Venture Exchange. Mr. Rainville has a bachelor’s degreein mining and metallurgy and a bachelor `s degree in administration from McGill University.

Jenna Hardy, DirectorMs. Jenna Hardy, M.Sc, MBA, P.Geo. has over 25 years of exploration and mining industry experiencein Canada, US, Mexico and South America, and was involved in re-opening, greening and expansion oflarge-scale historic operations at Quiruvilca and Huaron Mines in Peru and at the Cozamin and LaColorada Mines in Mexico. Since 2006, she has been involved with Commerce Resources (TSX.V:CCE; FSE: D7H; OTCQX: CMRZF) where she currently acts as Manager Environmental Regulatoryand Technical Services for the Blue River Ta-Nb project which is moving from exploration towardsdevelopment, with a PEA expected in early 2011. From 1996 to 2004, she served as the Manager ofHealth Safety Environment with Pan American Silver Corp. (NASDAQ: PAAS, TSX: PAA) where shewas responsible for corporate oversight of health, safety and environmental issues at operatingsubsidiaries in Peru, Mexico and Bolivia, as well as development projects in Argentina, Canada and theUSA. In 2004, Ms. Hardy reactivated a consulting company that she founded in 1986 and currentlyprovides environmental, corporate development and corporate governance services to junior naturalresource companies working in Mexico and Canada.

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OVERVIEW

Creating value for its shareholders by acquiring promising projects that can be brought into production in the short term.

Our focus is on properties with:

• EASILY DEMONSTRABLE ECONOMIC RESOURCES, and for commodities with

• ATTRACTIVE PROJECT FINANCING CONDITIONS due to potential for vertical integration with partners

Critical Elements is thus active in rare metals, particularly tantalum, and rare earths.

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− Deposit outcrops to surface

− Open-pittable system

− High Grade Deposit

− Indicated Resources 11.4 MT @ 165 ppm Ta2O5, 1.34% Li2O.

− New Resource Estimate by InnovExplo underway.

− Metallurgical Testing by Acme Metallurgical Ltd underway.

− Pre-feasibility Study by Genivar underway.

− Discussions with Off-take Partners underway

The 100% owned Rose project Highlights

ROSE LITHIUM-TANTALUM PROJECT

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ROSE LITHIUM-TANTALUM PROJECT

− Project location: Quebec, 75Km due south of Goldcorp’s Eleonore Gold Deposit

− Road access

− Power line directly on the project− Quebec Government announced on May 9th 2011 the Plan Nordwith a $80B investment for project development & infrastructuresover 25 years

PROJECT INFRASTRUCTURE

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Main ActivitiesBudget

$(Spent)

2010 2011 2012 2013 2014

Months since start up

3 6 9 12 15 18 21 24 27 30 33 36 39 42 45 48 51 54 57 60

1st Phase Exploration 2,000,000

1st Resources Definition 75,000

2nd Phase Exploration 1,000,000

2nd Resources Definition 30,000

Metallurgical Testing 250,000

Pre-Feasibility Study 600,000

Discussions withpotential partners 150,000

Feasibility Study 2,800,000

Project Financing 600,000

Production Decision 7,505,000

Construction

Cost of discovery = $0.28 per indicated tones of material (from rock showings to 1st resource estimate)

ROSE TANTALUM-LITHIUM project

Mine Construction Production Start-up Current date

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ROSE - MINERAL RESOURCE INDICATED

Tonnes Li2O Li2CO3 Ta2O5 BeO Rb Ga Cs(X 1,000) (%) (%)

(equivalent)ppm (g/t)

ppm (g/t)

ppm (g/t)

ppmg/t)

ppm (g/t)

Indicated Resources 11,436 1.34 3.31 165 377 2,668 71 106

Pounds (lbs) 337,133,280 832,769,520 4,156,255 9,496,414

Inferred Resources 2,170 1.27 3.14 138 311 1,529 70 100

Pounds (lbs) 60,629,000 149,903,600 659,604 1,486,498

Indicated + Inferred Resources

13,606 1.33 3.28 161 366 2,486 71 105

Total pounds 397,763,080 982,673,120 4,815,859 10,982,912

• The Resources were compiled using a cut-off grade of 0.75% Li2O based on the current estimation of the resource and market conditions. (November 2010)

• $2.70 / lbs of Li2CO3 (Source: Canada Lithium Corp. Website)• $145 / lbs of Ta2O5 (Source: Commerce Resources Corp. Website)

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INFRASTRUCTURE MAP

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NEW RESOURCE ESTIMATE underway

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PIVERT / ROSE - TYPICAL VERTICAL SECTION

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PIVERT / ROSE - DRILLHOLE LOCATION AND CLAIM HOLDINGS

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LITHIUM USE BY INDUSTRY AND INCREASING DEMAND

2010 - 25,300 Metric Tonnes

2004 - 15,500 Metric Tonnes

ceramics and glass

batteries

lubricating greases

pharmaceuticals andpolymers

air treatment

aluminum production

other uses

31%

23%

15%6%

6%

9%

2%

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LITHIUM PRICE & DEMAND

Lithium use in batteries expandedsignificantly in recent years,rechargeable lithium batteries arebeing used increasingly in portableelectronic devices and electricaltools.

According to the vice-president of thelargest Lithium carbonate producer,Chemical & Mining Co. of Chile,there has been compounded annualgrowth of 5-7% over the past fiveyears and the upper predictions offeran annual demand in 2020 of 55K-65K tonnes, and 135,000-145,000

tonnes in 2030 .0

100200300400500600

2000 2004 2008 2012 2014 2016 2018 2020

Lithium (Tonnes x 1,000)

Potential Electric vehicule Demand

0.00

0.50

1.00

1.50

2.00

2.50

3.00

2004 2005 2006 2007 2008 2009 2010

Lithium Price ($/lb)

Source: Western Lithium website

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TANTALUM USE BY INDUSTRY AND UPWARD PRICE PRESSURE

metal powder

superalloys

sputtering targets

tantalum carbide

wire for electronics

mill products

tantalum compounds

Tantalum Import RestrictionsUS Wall Street Reform and Consumer Protection Act(Jul 2010) requires all US-listed companies to file annualreports with the SEC stating that they do not sourcetantalum from conflict areas, where either human welfareor wildlife are threatened.

Similar positions have been taken by the UN and theEuropean Community.

Result: Withdrawal of large portion of supply from alreadytight market.

Upward Price Pressure ContinuesLong term: Market requires additional productionfrom new ethical projects

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TANTALUM PRICE

Tantalum is an element used in manyapplications in our everyday lives, toimprove technology and materialperformance. These include uses inelectronics, medicine, engineering andenergy generation.

Tantalum ores are found primarily inAustralia, Canada, Brazil, and centralAfrica. The average yearly growth indemand as been about 8% to 12% peryear since about 1995. Metals traderspredict high tantalum prices for thenext 5 years.

Source: www.metal-pages.com

Source: www.tang.org

020406080

100120140

March Jun Sep Dec Feb

Tantalum Price ($/lb)

01234567

1990 1992 1994 1996 1998 2000 2002 2004 2006

Mlbs Ta2O5

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TANTALUM GROWING DEMAND

About half of the tantalum consumed each year is used in the electronics industry:

• Laptops, PDA’S, iPods, MP3, etc.• Electrical appliances•Ticket Machines, ATM’s• Antenna for Radar• In car electronics such as anti-lock braking systems (ABS), navigation

systems, wheel traction control, airbag inflation, engine management and fueleconomy.

Tantalum is also usedin medical devices:

• Heart pacemakers, implanted auto-defibrillators and hearing aids.

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− Deposit outcrop surface

− Open-pitable system

− High Grade Deposit

− Indicated Resources 11.4 MT @ 165 ppm Ta2O5, 1.34% Li2O.

− New Resource Estimate by InnovExplo underway.

− Metallurgical Testing by Acme Metallurgical Ltd underway.

− Pre-feasibility Study by Genivar underway.

− Discussions for Off-take Partners underway

Aggressively advancing project towards production

ROSE LITHIUM-TANTALUM PROJECT

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OUR PROJECTS

PROJECTS PORTFOLIO8 PROPERTIES IN QUEBEC, 7 PROPERTIES IN BRITISH COLUMBIA

Tantalum, lithium, rare earths and gold.Development Project• ROSE Tantalum-Lithium

Quebec | 100% Ownership11,436,000 tonnes grading 1.34% Li2O, 165 ppm Ta2O5 and 377 ppm BeO of indicated resource2,170 tonnes grading 1.27% Li2O, 138 ppm Ta2O5 and 311 ppm BeO of inferred resource

Exploration Projects

• CROINOR and MATCHI-MANITOUQuebec | 50% Ownership/JVEstimated Resource of 814,228 tonnes at 9.11 g/t gold for a total of 238,414 ounces and an estimated reserve up to 689,829 tonnes at 8.35 g/t gold for a total of 185,260 ounces

• ROCKY MOUNTAIN Rare EarthBritish Columbia | 100% Ownership of 7 early stage Properties

• QUEBEC Rare EarthQuebec | 100% OwnershipUp to 4.06% TREE, 2,100 ppm Ta2O5 and 2.63% Nb2O5