FINANCING (July 25, 1994)

Rio Narcea Gold Mines, Ltd. — 3,850,000 units, each consisting of a common sh & a one-half of one sh purchas wt @ $1.15 per unit.

Trader Resource Corp. — 11,997,000 units to be issued on the exercise of 11,997,000 special wts, each unit consisting of one sh and one sh purchase wt, Series A @ 90 cents per special wt.