Item 1.01 Entry into Material Definitive Agreement

On June 26, 2009, BMB Munai, Inc. (the "Company") entered into a Debt Purchase Agreement, dated June 26, 2009 (the "Agreement") between the Company and Simage Limited, a British Virgin Islands international business corporation ("Simage"). Simage is a company owned by Toleush Tolmakov, a BMB shareholder and the General Director of Emir Oil, LLP, a wholly-owned subsidiary of the Company ("Emir").

Prior to the date of the Agreement, Simage had acquired by assignment, certain account receivables owed by Emir to third-party creditors of Emir in the amount of $5,973,190 (the "Obligations"). Pursuant to the terms of the Agreement, Simage has assigned to the Company all right, title and interest in and to the Obligations (the "Debt Assignment") in exchange for the issuance of 2,986,595 shares of common stock of the Company (the "Shares") at a price of $2.00 per share. As a result of the Debt Assignment, the Company holds the sole and exclusive rights to the Obligations.

The Company offered and sold the Shares to Simage, a non-U.S. person outside the United States, in accordance with Regulation S under the Securities Act.

The description of the Debt Purchase Agreement in this Current Report is only a summary of that Agreement and is qualified in its entirety by reference to the terms of the Debt Purchase Agreement, a copy of which is attached as an exhibit to this Current Report.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit 10.27 Debt Purchase Agreement, dated June 26, 2009 between BMB Munai, Inc. and Simage Limted

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