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                                                                   Exhibit 10.21

                               AMENDING AGREEMENT

THIS AGREEMENT dated effective the 1st day of December, 1998,

BETWEEN:

                           ARCTIC PRECIOUS METALS, INC.

                           5501 Lakeview Drive, Kirkland, Washington, 98033

                           ("Arctic")

                                            - and -

                           JAMES WOOD

                           5658 171st Avenue. S.E., Bellevue, Washington 98006

                           (the "Employee")

                                            - and -

                           ROYAL OAK MINES INC.

                           BCE Place, Suite 2500, 181 Bay Street, Toronto, 
                           Ontario M5J 2T7

                           ("Royal Oak")

WHEREAS:

A)       Arctic, Royal Oak and the Employee entered into a written agreement
         effective the 21st day of July, 1995, as amended effective the 16th day
         of February, 1996 to record the terms and conditions of their
         employment relationship (the "Employment Agreement),

B)       Arctic and Royal Oak wish to amend the Employment Agreement on the
         terms and conditions hereinafter set forth to entice the Employee to
         continue his employment with Arctic throughout the restructuring of
         Royal Oak, and to assist Royal Oak to avoid seeking the protection of
         bankruptcy and insolvency legislation thereby protecting shareholder
         value, and

C)       Arctic and Royal Oak believe it is in their best interest to enter into
         this Amending Agreement,

NOW THEREFORE THIS AGREEMENT WITNESSES THAT, in consideration of the following
mutual provisions and for other good and valuable consideration (the receipt and
sufficiency of which are hereby acknowledged by each party), the parties
covenant and agree as follows:
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                                    ARTICLE 1

                               AMENDING PROVISIONS

1.1      The parties hereby covenant and agree to amend the Employment Agreement
         as follows:

         a)       Subparagraph 6(b.1) be added as follows:

                  "(b.1)   TERMINATING EVENT BY NOTEHOLDERS

                           In the course of restructuring Royal Oak, in the
                           event that one or more holders or former holders of
                           Royal Oak's Secured 12.75% Senior Subordinated Notes
                           due 2006 (the "Noteholders") or any associate or
                           affiliate thereof and/or any person or persons acting
                           jointly or in concert with any one or more of the
                           Noteholders or the associates or affiliates of any
                           one or more of the Noteholders, whether directly or
                           indirectly:

                  i.       acquire(s) beneficial ownership or control and
                           direction over the securities of Royal Oak which
                           represent or which are convertible or exchangeable
                           into securities of Royal Oak which represent or
                           would, upon conversion or exchange, represent 50% or
                           more of the total number of votes attached to Royal
                           Oak's then outstanding securities entitled to be
                           voted on the election of directors of Royal Oak;

                  ii.      acquire(s) or otherwise hold(s) the right to elect,
                           appoint or nominate for election as, directors of
                           Royal Oak, such number of persons as is equal to or
                           greater than 30% of the number of directors of Royal
                           Oak holding office as directors of Royal Oak
                           immediately prior to such right being acquired or
                           held; or

                  iii.     cause the dismissal (including without limitation,
                           constructive dismissal) of Margaret K. Witte as
                           Chairman or the Board of Directors of Royal Oak,

                           (Clauses i., ii. and iii. above are hereinafter
                           referred to individually or collectively as a
                           "Terminating Event")

                           the Employee shall have the option, exercisable
                           within 30 days of the Terminating Event, of
                           terminating this Agreement and his employment
                           hereunder, immediately on delivery to Arctic and
                           Royal Oak of a notice in writing (the "Terminating
                           Notice"). If the Employee so terminates this
                           Agreement pursuant to this subparagraph (b.1):

                           (A)      Arctic shall pay the Employee, within 10
                                    days of delivery to it of the Termination
                                    Notice, an amount equal to the sum of 24
                                    months base salary.

                           (B)      Arctic shall pay the Employee, within 10
                                    days of delivery to it of the Termination
                                    Notice, an amount equal to any bonus earned
                                    by the Employee, but not paid.
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                                       3


                           (C)      Arctic shall permit the Employee to continue
                                    to participate for 18 months in Arctic's
                                    fringe benefits as set out in subparagraph
                                    5(b) herein (the "Fringe Benefits") under
                                    its then existing plans for an 18 month
                                    period following the Terminating Notice
                                    followed by payment to the Employee of a
                                    lump sum equal to Arctic's cost of
                                    maintaining the Employee on the Fringe
                                    Benefits under its then existing plans for a
                                    six month period.

                                    In the event that any or all Fringe Benefits
                                    carriers do not permit the Employee and/or
                                    his family to participate in any Fringe
                                    Benefit following his termination from
                                    Arctic, Arctic hereby covenants and agrees
                                    to obtain an equivalent Fringe Benefit plan
                                    at substantially the same cost for the
                                    Employee and his family, in which event
                                    Arctic's obligations for payment as set out
                                    above will continue to the same extent as if
                                    the Employee continued to participate in
                                    Arctic's Fringe Benefits.

                           (D)      Arctic and Royal Oak shall provide the
                                    Employee with the right to immediately
                                    exercise all approved outstanding options,
                                    subject to confirmation of Exchange approval
                                    as specified in each Stock Option
                                    Agreement."

1.2      Except to the extent specifically amended hereby, the parties confirm
         the provisions of the Employment Agreement.

IN WITNESS WHEREOF this Amending Agreement has been executed and delivered by
the parties effective the date first above written.

ARCTIC PRECIOUS METALS, INC.                ROYAL OAK MINES INC.

                                      c/s                                    c/s


Per:_______________________________         Per:_____________________________
        Authorized Signatory                        Authorized Signatory



SIGNED, SEALED AND DELIVERED

IN THE PRESENCE OF:


-----------------------------------             -----------------------------
Witness                                                 JAMES H. WOOD