Filed by Automated Filing Services Inc. (604) 609-0244 - Nord Resources Corporation - Exhibit 4.13






SECOND AMENDED AND RESTATED REVOLVING LINE OF CREDIT

AGREEMENT

This Second Amended and Restated Revolving Line of Credit
Agreement (the "Agreement") is made and entered into on this 8th
day of November 2005, by and between Ronald A. Hirsch and Stephen
Seymour(individually, “Hirsch” or “Seymour” and collectively,
"Lender"), and Nord Resources Corporation, a Delaware corporation
("Borrower"). Lender and Borrower are sometimes referred to herein
individually as a “party” and collectively as, the “parties”. 

          WHEREAS,
the parties have entered into that certain Revolving Line of Credit Agreement
(the “Credit Agreement”), dated as of June 21, 2005, pursuant to which
the Lender established for a period extending to December 31, 2005, a revolving
line of credit in the principal amount of Six Hundred Thousand Dollars
($600,000.00), and evidenced by that certain secured promissory note (the
“Original Note”), dated as of June 21, 2005 in favor of Lender; 

          WHEREAS,
the Borrower had entered into a loan transaction with Auramet Trading, LLC, a
Delaware limited liability company (“Auramet”) pursuant to which the
Lender entered into a subordination agreement (the “Auramet Subordination
Agreement”) and agreed to subordinate their security interests in certain of
the assets of the Borrower in favor of Auramet; 

          WHEREAS,
the Borrower has now entered into a loan transaction with Nedbank Limited, a
South African limited liability company (“Nedbank”) pursuant to which the
Lenders have entered into a subordination agreement with Nedbank, dated as of
even date herewith (the “Subordination Agreement”); 

          WHEREAS,
pursuant to the Subordination Agreement, the Lender has agreed to subordinate,
among other things, its security interest in certain of the assets of the
Borrower securing payments under the Credit Agreement and the Original Note;
and

          WHEREAS,
the parties desire to amend and restate the Credit Agreement to provide for,
among things, a reflection of the subordinated status of the indebtedness of the
Borrower to the Lender in favor of Auramet, to extend the maturity date of
Borrower’s indebtedness to Lender, and to comply with Lender’s obligations under
the Subordination Agreement.

          NOW,
THEREFORE, in consideration of the foregoing premises, and the promises and
covenants herein contained, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the Parties, intending
to be legally bound, hereby amend, restate, and agree as follows:

1.        LINE OF CREDIT.
Lender hereby establishes for a period extending to the earlier of (a) May 8,
2006 or (b) one week following the closing of an equity offering in which the
Company raises not less than Twenty-Five Million Dollars ($25,000,000) (the 

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"Maturity Date ") a revolving line of credit (the
"Credit Line") for Borrower in the principal amount of Six Hundred
Thousand Dollars ($600,000.00) (the "Credit Limit"). In connection
herewith, Borrower shall execute and deliver to Lender a secured promissory note
(the “Secured Promissory Note”) in replacement of the Original Note and
in the amount of the Credit Limit and in form and content satisfactory to
Lender. The Security Agreement, dated as of July 1, 2004, by and between the
parties shall continue to apply to the terms and condition of this Agreement,
and shall secure the obligations of the Borrower pursuant hereto and the Secured
Promissory Note. All sums advanced on the Credit Line or pursuant to the terms
of this Agreement (each an "Advance") shall become part of the principal
of said Secured Promissory Note.

2.        ADVANCES. Any
request for an Advance may be made from time to time and in such amounts as
Borrower may choose; provided, however, any requested Advance will not, when
added to the outstanding principal balance of all previous Advances, exceed the
Credit Limit. Requests for Advances may be made orally or in writing by such
officer of Borrower authorized by it to request such Advances. Until such time
as Lender may be notified otherwise, Borrower hereby authorizes its president to
request Advances. Lender may deposit or credit the amount of any requested
Advance to Borrower's checking account with Lender. In Lender’s sole discretion,
Lender may refuse to make any requested Advance for any reason or no reason at
all. The funds from the Advances will be used by the Borrower for operating
expenses in connection with the operations of the Borrower.

3.        INTEREST. All sums
advanced pursuant to this Agreement shall bear interest from the date each
Advance is made until paid in full at the rate of six percent (6%) per annum,
simple interest (the "Effective Rate"). The entire unpaid principal
balance, together with any accrued interest and other unpaid charges or fees
hereunder, shall be due and payable on the Maturity Date. All payments shall be
made to Lender at such place as Lender may, from time to time, designate. All
payments received hereunder shall be applied, first, to any costs or expenses
incurred by Lender in collecting such payment or to any other unpaid charges or
expenses due hereunder; second, to accrued interest; and third, to principal.
Borrower may prepay principal at any time without penalty.

4.        SHARES AND
WARRANTS. In consideration of Lender’s extending the Credit Line to Borrower,
Borrower agrees to issue to Lender four shares of Lender’s common stock (the
“Shares”) and four warrants (the “Warrants,” each such warrant a
“Warrant”) for every One Dollar ($1.00) loaned to Borrower in Advances.
Each Warrant shall enable the Borrower to purchase one share of Lender’s common
stock for an exercise price of twenty-five cents ($0.25) for three (3) years.
The Shares and Warrants owed to Borrower for any particular Advance shall be
issued in the names of Hirsch and/or Seymour, in accordance to Borrower’s
instructions, within ten (10) days of the Advance. Lender agrees that the Shares
and Warrants shall be “restricted securities” as defined by SEC Rule 144;
however, Borrower agrees to register for sale the Shares and the shares of
common stock underlying the Warrants on any registration statement that Borrower
files during the next ten (10) years with the Securities and Exchange
Commission, except for any registration statement filed on Form S-8.

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5.        REPRESENTATIONS
AND WARRANTIES. In order to induce Lender to enter into this Agreement and to
make the advances provided for herein, Borrower represents and warrants to
Lender as follows:

	 	(a) 	
      Borrower is a duly organized, validly existing, and in
      good standing under the laws of the State of Delaware with the power to
      own its assets and to transact business in Arizona, and in such other
      states where its business is conducted.

	 	 	 
	 	(b) 	
      Borrower has the authority and power to execute and
      deliver any document required hereunder and to perform any condition or
      obligation imposed under the terms of such documents.

	 	 	 
	 	(c) 	
      The execution, delivery and performance of this Agreement
      and each document incident hereto will not violate any provision of any
      applicable law, regulation, order, judgment, decree, article of
      incorporation, by-law, indenture, contract, agreement, or other
      undertaking to which Borrower is a party, or which purports to be binding
      on Borrower or its assets and will not result in the creation or
      imposition of a lien on any of its assets.

	 	 	 
	 	(d) 	
      Except as disclosed to Borrower, there is no action,
      suit, investigation, or proceeding pending or, to the knowledge of
      Borrower, threatened, against or affecting Borrower or any of its assets
      which, if adversely determined, would have a material adverse affect on
      the financial condition of Borrower or the operation of its
    business.



6.        EVENTS OF DEFAULT.
An event of default will occur if any of the following events occurs:

	 	(a) 	
      Failure to pay any principal or interest hereunder within
      ten (10) days after the same becomes due.

	 	 	 
	 	(b) 	
      Any representation or warranty made by Borrower in this
      Agreement or in connection with any borrowing or request for an Advance
      hereunder, or in any certificate, financial statement, or other statement
      furnished by Borrower to Lender is untrue in any material respect at the
      time when made.

	 	 	 
	 	(c) 	
      Default by Borrower in the observance or performance of
      any other covenant or agreement contained in this Agreement, other than a
      default constituting a separate and distinct event of default under this
      Paragraph 6.

	 	 	 
	 	(d) 	
      Filing by Borrower of a voluntary petition in bankruptcy
      seeking reorganization, arrangement or readjustment of debts, or any other
      relief



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      under the Bankruptcy Code as amended or under any other
      insolvency act or law, state or federal, now or hereafter
  existing.

	 	 	 
	 	(e) 	
      Filing of an involuntary petition against Borrower in
      bankruptcy seeking reorganization, arrangement or readjustment of debts,
      or any other relief under the Bankruptcy Code as amended, or under any
      other insolvency act or law, state or federal, now or hereafter existing,
      and the continuance thereof for sixty (60) days undismissed, unbonded, or
      undischarged.

	 	 	 
	 	(f) 	
      Any material breach by Borrower of the terms of the
      Secured Promissory Note or the Security Agreement.



7.        REMEDIES. Upon the
occurrence of an event of default as defined above, Lender may declare the
entire unpaid principal balance, together with accrued interest thereon, to be
immediately due and payable without presentment, demand, protest, or other
notice of any kind. Lender may suspend or terminate any obligation it may have
hereunder to make additional Advances. To the extent permitted by law, Borrower
waives any rights to presentment, demand, protest, or notice of any kind in
connection with this Agreement. No failure or delay on the part of Lender in
exercising any right, power, or privilege hereunder will preclude any other or
further exercise thereof or the exercise of any other right, power, or
privilege. The rights and remedies provided herein are cumulative and not
exclusive of any other rights or remedies provided at law or in equity. Borrower
agrees to pay all costs of collection incurred by reason of the default,
including court costs and reasonable attorney's fees.

8.        NOTICE. Any
written notice will be deemed effective on the date such notice is placed, first
class, postage prepaid, in the United States mail, addressed to the party to
which notice is being given as follows:

	Lender: 	Ronald A. Hirsch 
	  	668 North Coast Highway, #171 
	  	Laguna Beach, CA 92651 
	  	  
	  	Stephen Seymour 
	 	1308 Wine Spring Lane 
	 	Baltimore Md. 21204 
	  	
	Borrower: 	Nord Resources Corporation 
	  	Attn.: Erland A. Anderson, President 
	 	3048 Seven Dash Road 
	 	Dragoon, AZ 85609



9.        GENERAL
PROVISIONS. All representations and warranties made in this Agreement and the
Secured Promissory Note and in any certificate delivered pursuant thereto shall
survive the execution and delivery of this Agreement and the making of any loans
hereunder. This Agreement will be binding upon and inure to the benefit of 

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Borrower and Lender, their respective successors and assigns,
except that Borrower may not assign or transfer its rights or delegate its
duties hereunder without the prior written consent of Lender. This Agreement,
the Secured Promissory Note, and all documents and instruments associated
herewith will be governed by and construed and interpreted in accordance with
the laws of the State of California. Time is of the essence hereof. This
Agreement will be deemed to express, embody, and supersede any previous
understanding, agreements, or commitments, whether written or oral, between the
parties with respect to the general subject matter hereof. This Agreement may
not be amended or modified except in writing signed by the parties.

EXECUTED on the day and year first written above.

	The Borrower: 	NORD RESOURCES CORPORATION, 	 
	 	A Delaware
    corporation  	 
	  	  	 
	  	  	 
	  	/s/Erland A. Anderson	 
	  	By: Erland A. Anderson 	 
	  	Its: President 	 
	  	  	 
	  	  	 
	The Lender: 	  	 
	  	/s/
      Ronald A. Hirsch	 
	  	Ronald A. Hirsch, an individual 	 
	  	  	 
	  	  	 
	  	/s/
      Stephen Seymour	 
	  	Stephen Seymour, an individual 	 


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          THIS
INSTRUMENT IS SUBJECT TO THE TERMS OF A SUBORDINATION AGREEMENT BY RONALD A.
HIRSCH AND STEPHEN D. SEYMOUR IN FAVOR OF NEDBANK LIMITED, DATED AS OF NOVEMBER
8, 2005.

SECURED PROMISSORY NOTE 

$600,000.00

Laguna Beach, CA 
June 21, 2005

This Secured Promissory Note (the "Note") is made and
executed as of the date referred to above, by and between Nord Resources
Corporation, a Delaware corporation (the "Borrower”), and Ronald A.
Hirsch and Stephen Seymour(collectively, "Lender"). By this Note, the
Borrower promises and agrees to pay to the order of Lender the principal sum of
Six Hundred Thousand Dollars ($600,000.00), or the aggregate unpaid principal
amount of all advances made by Lender to Borrower pursuant to the terms of an
Amended and Restated Revolving Line of Credit Agreement (the "Loan Agreement
") and a Security Agreement (the “Security Agreement”), of even date
herewith, whichever is less, together with interest thereon from the date each
advance is made until paid in full, both before and after judgment, at the rate
of six percent (6%) per annum, simple interest.

The entire unpaid principal balance, together with any accrued
interest and other unpaid charges or fees hereunder, shall be due and payable on
the earlier of (a) May 8, 2006 or (b) one week following the closing of an
equity offering in which the Company raises not less than Twenty-Five Million
Dollars ($25,000,000) (the "Maturity Date "). 

Prepayment in whole or part may occur at any time hereunder
without penalty; provided that the Lender shall be provided with not less than
ten (10) days notice of the Borrower's intent to prepay; and provided further
that any such partial prepayment shall not operate to postpone or suspend the
obligation to make, and shall not have the effect of altering the time for
payment of the remaining balance of the Note as provided for above, unless and
until the entire obligation is paid in full. All payments received hereunder
shall be applied, first, to any costs or expenses incurred by Lender in
collecting such payment or to any other unpaid charges or expenses due
hereunder; second, to accrued interest; and third, to principal.

An event of default will occur if any of the following events
occurs: a) failure to pay any principal or interest hereunder within ten (10)
days after the same becomes due; (b) if any representation or warranty made by
Borrower in the Loan Agreement or in connection with any borrowing or request
for an advance thereunder, or in any certificate, financial statement, or other
statement furnished by Borrower to Lender is untrue in any material respect at
the time when made; (c) default by Borrower in the observance or performance of
any other covenant or agreement contained in the Loan Agreement or Security
Agreement, (d) filing by Borrower of a voluntary petition in bankruptcy seeking
reorganization, arrangement or readjustment of debts, or any other relief under
the Bankruptcy Code as amended or under any other insolvency act or law, state
or federal, now or hereafter existing; or (e) filing of an involuntary petition
against Borrower in bankruptcy seeking reorganization, arrangement or
readjustment of debts, or any other relief under the Bankruptcy Code as amended,
or under any other insolvency act or law, state or federal, now or hereafter
existing, and the continuance thereof for sixty (60) days undismissed, unbonded,
or undischarged.

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Any notice or demand to be given to the parties hereunder shall
be deemed to have been given to and received by them and shall be effective when
personally delivered or when deposited in the U.S. mail, certified or registered
mail, return receipt requested, postage prepaid, and addressed to the party at
his or its last known address, or at such other address as the one of the
parties may hereafter designate in writing to the other party.

The Borrower hereof waives presentment for payment, protest,
demand, notice of protest, notice of dishonor, and notice of nonpayment, and
expressly agrees that this Note, or any payment hereunder, may be extended from
time to time by the Lender without in any way affecting its liability
hereunder.

In the event any payment under this Note is not made at the
time and in the manner required, the Borrower agrees to pay any and all costs
and expenses which may be incurred by the Lender hereof in connection with the
enforcement of any of its rights under this Note or under any such other
instrument, including court costs and reasonable attorneys' fees.

This Note shall be governed by and construed and enforced in
accordance with the laws of California.

The Borrower:

NORD RESOURCES CORPORATION, 
A Delaware corporation

	/s/
      Erland A. Anderson	 
	By: Erland A. Anderson 	 
	Its: President 	 
	  	 
	The Lender: 	 
	  	 
	/s/
      Ronald A. Hirsch	 
	Ronald A. Hirsch, an individual 	 
	  	 
	  	 
	/s/
      Stephen Seymour	 
	Stephen Seymour, an individual 	 


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