Exhibit 10.4


 


SEVENTH AMENDMENT TO TONKIN MINING LEASE


 


THIS SEVENTH AMENDMENT TO TONKIN MINING LEASE is executed this 18th day
of April, 1990, between LYLE F. CAMPBELL, Grantor, and Lyle F. Campbell, Willis
M. Rash, Bertha C. Johnson and Jean B. Hickman, Co-Trustees under the Lyle F.
Campbell Trust Agreement dated August 5, 1986 and amended on May 21, 1987 and
August 19, 1987, Julian E. Simpson and Jean C. Simpson (“Lessors”) and Tonkin
Springs Gold Mining Company, a Colorado corporation (“Lessee”).


 


RECITALS


 


A.       Lessors and Lessee are
parties to a certain Mining Lease (“Mining Lease”) dated effective January 1,
1986, a Memorandum (the “Memorandum”) of which was recorded in Book 148, at
Page 110, as Reception No. 104566, and amended on January 10, 1986, September
29, 1986, June 10, 1987, August 29, 1988, January 11, 1989 and June 29, 1989 of
the real property records or Eureka County, Nevada.


 


B.        Article 32 of the Mining
Lease requires that if the Lessor locates any unpatented mining claims within
an area (the “Boundary Area”) described in Exhibit B to the Mining Lease, the
Lessor shall make available to Lessee those claims subject to all the terms and
provisions of said Lease, and that Exhibit A to the Mining Lease (being a
description of the unpatented mining claims comprising the lease premises), is
to be modified and amended to include such claims.


 


C.        Lessor has located Skip
Claims #201-213 (the “Additional Claims”) within the Boundary Area and,
concurrently with the execution of this Amendment, has included those claims to
the Lease.


 


D.        Lessors and Lessee
desire to amend Exhibit A to the Tonkin Mining Lease and to the Memorandum.


 


AGREEMENT


 


NOW THEREFORE, in
consideration of the foregoing and of the mutual benefits to be derived,
Lessors and Lessee agree as follows:


 


1.         Exhibit A to the Mining
Lease and to the Memorandum shall be and is amended to include the Additional
Claims as part of the leased premises. The attached Exhibit A to this Seventh
Amendment lists those Skip #201-213 Additional Claims. The Exhibit A attached
hereto is added to and shall be part of the Exhibit A attached to the Mining
Lease and to the Memorandum.


 


2.         Except as stated in the
preceding paragraph, all of the terms and conditions of the Mining Lease remain
in full force and effect.


 


 


	
   

  	
  LESSEE:

  
	
   

  	
   

  
	
   

  	
  TONKIN SPRINGS GOLD
  MINING COMPANY

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ David C. Reid

  	
   

  
	
   

  	
   

  	
  David
  C. Reid

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Title:

  	
  Senior
  Vice President

  	
   

  
					



 

















 


LESSORS:


 


THE LYLE F. CAMPBELL TRUST


 


 


	
  /s/ Lyle F. Campbell

  	
   

  	
  /s/ Julian E. Simpson

  	
   

  
	
  Lyle F. Campbell, Co-Trustee

  	
   

  	
  Julian E. Simpson

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   /s/ Willis M.
  Rash

  	
   

  	
  /s/ Jean C. Simpson

  	
   

  
	
  Willis M. Rash, Co-Trustee

  	
   

  	
  Jean C. Simpson

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
    /s/ Bertha C. Johnson

  	
   

  	
   

  	
   

  
	
  Bertha C. Johnson, Co-Trustee

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Jean B. Hickman

  	
   

  	
   

  	
   

  
	
  Jean B. Hickman, Co-Trustee

  	
   

  	
   

  	
   

  



 


ACKNOWLEDGEMENTS


 


	
  STATE OF COLORADO

  	
  )

  	
   

  
	
   

  	
  )

  	
  ss.

  
	
  COUNTY OF DENVER

  	
  )

  	
   

  



 


On this 11th day of June, 1990, personally appeared before
me, a Notary Public, David C. Reid, in his capacity as Senior Vice President of
Tonkin Springs Gold Mining Company, who acknowledged that he executed the above
instrument on behalf of said company, freely and voluntarily and for the uses
and purposes therein mentioned.


 


	
  Witness my hand and
  official seal.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  My
  commission expires: March 14, 1992

  	
   

  
	
   

  	
  /s/ Sandra J. Harden

  	
   

  
	
   

  	
  Notary Public [ILLEGIBLE]

  	
   

  



 


	
  STATE OF NEVADA

  	
  )

  	
   

  
	
   

  	
  )

  	
  ss.

  
	
  COUNTY OF WASHOE

  	
  )

  	
   

  



 


(SEAL Affixed)


 


On this 8th day of June, 1990, personally appeared before me, a Notary
Public, Lyle F. Campbell, known to me to be Co-Trustee for The Lyle F. Campbell
Trust, the person whose name is subscribed to the within instrument and, being
authorized to do so, acknowledged that he executed the same on behalf of said
Trust.


 


 


	
  Witness my hand and
  official seal.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  My
  commission expires: 12-14-92

  	
   

  
	
   

  	
  /s/ Frank Young

  	
   

  
	
   

  	
  Notary Public

  	
   

  



 


	
  (SEAL)FRANK YOUNG 

  Notary Public - State of Nevada

  Appointment Recorded in Washoe County

  MY APPOINTMENT EXPIRES DEC 14, 1992

  	
   

  



 

















 


	
  STATE OF COLORADO

  	
  )

  	
   

  
	
   

  	
  )

  	
  ss.

  
	
  COUNTY OF MESA

  	
  )

  	
   

  



 


On this 29th day of May 1990, personally appeared before me,
a Notary Public, Willis M. Rash, known to me to be Co-Trustee for The Lyle F.
Campbell Trust, the person whose name is subscribed to the within instrument
and, being authorized to do so, acknowledged that he executed the same on
behalf of said Trust.


 


	
  Witness my hand and
  official seal.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  My
  commission expires:  24
  June 1990

  	
  (SEAL Affixed)

  
	
   

  	
  /s/ William J. Rash

  	
   

  
	
   

  	
  Notary Public

  	
   

  



 


	
  STATE OF NEVADA

  	
  )

  	
   

  	
  William J. Rash

  2895 Music Ave.

  Grand Junction, CO 81506

  [303] 243-6344

  
	
   

  	
  )

  	
  ss.

  
	
  COUNTY OF WASHOE

  	
  )

  	
   

  



 


On this 8th day of June, 1990,
personally appeared before me, a Notary Public, Bertha C. Johnson, known to me
to be Co-Trustee for The Lyle F. Campbell Trust, the person whose name is
subscribed to the within instrument and, being authorized to do so,
acknowledged that he executed the same on behalf of said Trust.


 


	
  Witness my hand and
  official seal.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  My
  commission expires:  12-14-92

  	
   

  
	
   

  	
  /s/ Frank Young

  	
   

  
	
   

  	
  Notary Public

  	
   

  



 


	
  STATE OF NEVADA

  	
  )

  	
   

  	
  (SEAL)

  	
  FRANK YOUNG

  Notary Public - State of Nevada

  Appointment Recorded in Washoe County

  MY APPOINTMENT EXPIRES DEC. 14, 1992

  
	
   

  	
  )

  	
  ss.

  
	
  COUNTY OF WASHOE

  	
  )

  	
   

  



 


On this 8th day of June, 1990,
personally appeared before me, a Notary Public, Jean B. Hickman, known to me to
be Co-Trustee for The Lyle F. Campbell Trust, the person whose name is
subscribed to the within instrument and, being authorized to do so,
acknowledged that he executed the same on behalf of said Trust.


 


	
  Witness my hand and
  official seal.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  My
  commission expires:  12-14-92

  	
   

  
	
   

  	
  /s/ Frank Young

  	
   

  
	
   

  	
  Notary Public

  	
   

  



 


	
  STATE OF HAWAII

  	
  )

  	
   

  	
  (SEAL)

  	
  FRANK YOUNG

  Notary Public - State of Nevada

  Appointment Recorded in Washoe County

  MY APPOINTMENT EXPIRES DEC. 14, 1992

  
	
   

  	
  )

  	
  ss.

  
	
  COUNTY OF MAUI

  	
  )

  	
   

  



 


On this 7th day of May, 1990,
personally appeared before me, a
Notary Public, Julian E. Simpson and Jean C. Simpson, known to me to be the
persons whose names are subscribed to the within instrument and, being
authorized to do so, acknowledged that they executed the same as their free act
and deed.


 


	
  Witness my hand and
  official seal.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  My
  commission expires:  Oct
  5, 1992

  	
   

  
	
   

  	
  /s/ Elaine Shropshire

  	
   

  
	
   

  	
  Notary Public

  	
   

  
	
  (SEAL Affixed)

  	
   

  	
   

  



 

















 


	
  Number:

  	
   

  	
  32-011-01

  	
   

  	
  OFFICIAL RECORDS

  RECORDED AT THE REQUEST OF

  BOOK 214     PAGE 109

  U.S. Gold

  90 SEP 17 P2:27

  
	
  County:

  	
   

  	
  Eureka

  	
   

  
	
  State:

  	
   

  	
  Nevada

  	
   

  
	
  Project:

  	
   

  	
  Rooster (TSN)

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  EUREKA
  COUNTY, NEVADA

  M.N. [ILLEGIBLE] RECORDER

  FILE NO. 133583 FEE $8.00

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  EXHIBIT
  “A”

  
	
   

  	
   

  	
   

  	
   

  	
   

  
							



to the Seventh Amendment of
the

Tonkin Mining Lease dated effective January 1, 1986

and amended on January 10, 1986, September 29, 1986, June 10, 1987, August 29,
1988,

January 11, 1989 and June 29, 1989.


 


 


	
   

  	
   

  	
  Instrument No.

  	
   

  	
  Date of

  	
   

  	
  Date

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Name of Claim

  	
   

  	
  Book

  	
   

  	
  Page

  	
   

  	
  Location

  	
   

  	
  Recorded

  	
   

  	
  Sec.

  	
   

  	
  T.

  	
   

  	
  R.

  	
   

  	
  Meridian

  	
   

  	
  BLM No.

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Skip #201

  	
   

  	
  208

  	
   

  	
  291

  	
   

  	
  1-10-90

  	
   

  	
  2-23-90

  	
   

  	
  21

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  MDB&M

  	
   

  	
  592409

  	
   

  
	
  Skip #202

  	
   

  	
  208

  	
   

  	
  292

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  15,16 21,22

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592410

  	
   

  
	
  Skip #203

  	
   

  	
  208

  	
   

  	
  293

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  22

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592411

  	
   

  
	
  Skip #204

  	
   

  	
  208

  	
   

  	
  294

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  21

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592412

  	
   

  
	
  Skip #205

  	
   

  	
  208

  	
   

  	
  295

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  21,22

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592413

  	
   

  
	
  Skip #206

  	
   

  	
  208

  	
   

  	
  296

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  21

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592414

  	
   

  
	
  Skip #207

  	
   

  	
  208

  	
   

  	
  297

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  21,22

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592415

  	
   

  
	
  Skip #208

  	
   

  	
  208

  	
   

  	
  298

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  21

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592416

  	
   

  
	
  Skip #209

  	
   

  	
  208

  	
   

  	
  299

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  21,22

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592417

  	
   

  
	
  Skip #210

  	
   

  	
  208

  	
   

  	
  300

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  21

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592418

  	
   

  
	
  Skip #211

  	
   

  	
  208

  	
   

  	
  301

  	
   

  	
  1-11-90

  	
   

  	
  2-23-90

  	
   

  	
  21

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592419

  	
   

  
	
  Skip #212

  	
   

  	
  208

  	
   

  	
  302

  	
   

  	
  1-12-90

  	
   

  	
  2-23-90

  	
   

  	
  21

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592420

  	
   

  
	
  Skip #213

  	
   

  	
  208

  	
   

  	
  303

  	
   

  	
  1-12-90

  	
   

  	
  2-23-90

  	
   

  	
  21

  	
   

  	
  24N

  	
   

  	
  49E

  	
   

  	
  “

  	
   

  	
  592421

  	
   

  



 


	
  The above claims are owned by:

  
	
   

  
	
   

  	
   

  	
  The Lyle F. Campbell Trust 

  P.O. Box 7377 

  Reno, NV 89410

  	
   

  	
  and

  	
   

  	
  Mr. & Mrs. Julian
  E. Simpson

  P.O. Box 266

  Kihej, Maui, Hawaii 96753

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  and under Lease to:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Tonkin Springs Gold Mining Company

  
	
  1600 Stout Street, Suite 1600

  
	
  Denver, CO 80202