Item 1.01. Entry into a Material Definitive Agreement.

As of February 3, 2023, Liberty Star Uranium & Metals Corp. (the "Company") entered into a Securities Purchase Agreement (the "Securities Purchase Agreement") with 1800 Diagonal Lending LLC. ("1800 Diagonal"). Pursuant to the terms of the Securities Purchase Agreement, the Company agreed to issue a convertible promissory note (the "Note") to 1800 Diagonal in the aggregate principal amount of $48,675. Effective February 2, 2023, the Company issued the Note to 1800 Diagonal consistent with the terms of the Securities Purchase Agreement. The Note bears interest at 8%, with a 10% Original Issue Discount and matures on February 2, 2024. Pursuant to the terms of the Note, the outstanding principal and accrued interest on the Note shall be convertible into shares of the Company's common stock as set forth therein.

The foregoing descriptions of the Note and the Securities Purchase Agreement and of all of the parties' rights and obligations under the Note and the Securities Purchase Agreement are qualified in its entirety by reference to the Note and the Securities Purchase Agreement, copies of which are filed as Exhibits 3.39 and 3.40 respectively to this Current Report on Form 8-K, and of which are incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

The exhibits listed in the following Exhibit Index are furnished as part of this Current Report on Form 8-K.





Exhibit No.   Description

3.39            Convertible Promissory Note issued to 1800 Diagonal Lending LLC
              dated February 2, 2023.

3.40            Securities Purchase Agreement dated as of February 2, 2023, by and
              between the registrant and 1800 Diagonal Lending LLC.

104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

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