FINANCING (March 08, 1993)

Breckenridge Res. Ltd. — 1,000,000 units @ 65 cents per unit where each unit consists of 1 sh and 2 wts. 2 Series A wts to purchase 1 sh. Plus an over-allotment of 150,000 units @ 60.125 cents per unit.

Adrian Res. Ltd. 1,000,000 units @ $1.00 per unit where each unit consists of 1 sh and 2 wts. 2 Series A wts to purchase 1 sh.

Pacific Northern Ventures Ltd. 2,500,000 shs to a maximum of 4,000,000 shs @ $1.50.

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