Exhibit 99.1

                             SUBSCRIPTION AGREEMENT
                                       FOR
                              MATTMAR MINERALS INC.

                          COMMON STOCK ($.01 PER SHARE)


Persons  interested  in  purchasing  common stock of Mattmar  Minerals Inc. must
complete and return this Subscription  Agreement along with their check or money
order to: MATTMAR MINERALS INC. ("the Issuer" & "the Company").

Subject only to acceptance hereof by the Issuer, in its discretion, the
undersigned hereby subscribes for the number of common shares and at the
aggregate subscription price set forth below.

An accepted copy of this Agreement will be returned to the Subscriber as a
receipt, and the physical stock certificates will be delivered to each Investor
within thirty (30) days of the Close of this Offering.

     SECURITIES OFFERED - The Company is offering a total of 3,000,000 shares of
its common stock (par value $.001 per share) at a price of $.01 per share. There
is no minimum subscription amount.

     SUBSCRIPTION - In connection with this subscription the undersigned  hereby
subscribes to the number of common shares shown in the following table.

NUMBER OF COMMON SHARES = ___________________

Multiply by Price of Shares x $.01 per Share

Aggregate Subscription Price = $___________________

Check or money order shall be made payable to Mattmar Minerals Inc.

In connection with this investment in the Company, I represent and warrant as
follows:

a) Prior to tendering payment for the shares, I received a copy of and read your
prospectus dated ______________, 2006.

b) I am a bona fide resident of the state of ________________________________ or
______ a non-US resident.

c) The Issuer and the other purchasers are relying on the truth and accuracy of
the declarations, representations and warranties herein made by the undersigned.
Accordingly, the foregoing representations and warranties and undertakings are
made by the undersigned with the intent that they may be relied upon in
determining his/her suitability as a purchaser. Investor agrees that such
representations and warranties shall survive the acceptance of Investor as a
purchaser.

Please register the Shares, which I am purchasing in the following name(s):


- --------------------------------------------------------------------------------

As (check one)

         __Individual        __Tenants in Common     __Existing Partnership
         __Joint Tenants     __Corporation           __Trust
         __IRA               __Minor with adult custodian under
                               the Uniform Gift to Minors Act

For the person(s) who will be registered shareholder(s):


- --------------------------------      --------------------------------
Signature of Subscriber               Signature of Co-Subscriber

- --------------------------------      --------------------------------
Name of Subscriber (Printed)          Name of Co-Subscriber (Printed)

- --------------------------------      --------------------------------
Address                               Address of Co-Subscriber

- --------------------------------      --------------------------------
Address                               Address of Co-Subscriber

- --------------------------------      --------------------------------
Telephone                             Telephone of Co-Subscriber

- --------------------------------      --------------------------------
Subscriber Tax I.D. or                Co-Subscriber Tax I.D. or
Social Security Number                Social Security Number


ACCEPTED BY: Mattmar Minerals Inc., a Nevada Corporation



By:                                   Date:
   -----------------------------           ---------------------------
    Officer