exv4w27









Exhibit
4.27

SETTLEMENT AGREEMENT AND RELEASE





Parties








	—	 	Trend Mining Company (Trend) and
Aurora Metals (BVI) Limited (Aurora)










Settled Matter








	—	 	Joint Venture Agreement (Jan. 1, 2005) (JVA)
between Aurora and Trend covering two leases
covering patented and unpatented mining
claims, mill sites, and tunnel sites, as
described in the attached form of Deed (the
Subject Leases and the Subject Mining Claims),
in Stillwater and Sweet Grass Counties,
Montana, as follows:







	 	a)	 	The Basal Zone
Lease Agreement
Stillwater Complex,
Montana (Jan. 1, 2004)
by William G. Mouat,
and others, as
lessors, and Aurora
Metals (BVI) Limited,
as lessee, and
	 
	 	b)	 	The Mountain View
Lease Agreement
Stillwater Complex,
Montana (Feb. 1, 2004)
by William G. Mouat
and others, lessors,
and Aurora Metals
(BVI) Limited, lessee.











Civil Action








	—	 	Aurora Metals (BVI) Limited, Plaintiff, vs.
Trend Mining Company, Defendant, Cause No. DV
07 93, Montana 22nd Judicial District Court,
Stillwater County, District Judge Blair Jones.














Subject Properties








	—	 	The JVA and all interests of the parties in
the Area of Interest defined by the JVA, the
Subject Leases, the Subject Mining Claims
(described above), and all scientific,
technical, engineering, operational, economic,
financial, marketing, and other information,
and data of any nature whatsoever relating to
the Subject Leases, the Subject Mining Claims.












Settlement Terms








	—	 	$50,000.00 paid by Aurora to Trend (the
settlement amount) in exchange for Trend’s
Deed to Aurora covering all of Trend’s right,
title, and interest in the Subject Properties
described above.











     1. Settlement Terms. Trend acknowledges receipt of the $50,000.00 settlement amount,
and in consideration for such payment, Trend hereby quitclaims, conveys, and transfers all of its
right, title, and interest in and to the Subject Properties to Aurora. Trend shall also execute
and acknowledge and deliver to Aurora a Deed in the form attached as Exhibit A covering all of
Trend’s right, title, and interest in the Subject Properties in favor of Aurora, on or before April
18, 2008, and Trend shall also deliver (or instruct the custodians of such



1









 







information and data to deliver) to Aurora all scientific, technical, engineering,
operational, economic, financial, marketing, and other information, and data of any nature
whatsoever relating to the Subject Leases or the Subject Mining Claims (as such information and
data is further described on the form of Deed attached as Exhibit A), on or before May 30, 2008.
Trend and Aurora also acknowledge that the JVA is hereby released and terminated.



     2. Release. In consideration of the settlement terms, the parties each fully and
forever release and discharge each other, and each other’s successors, affiliates, assigns, agents,
partners, employees, insurers, and attorneys from any and all actions, claims, causes of actions
and demands for any and all damages, injuries, and/or losses, whether asserted or unasserted, known
or unknown, foreseen or unforeseen, arising out of the Settled Matter and the Civil Action
described above. This Release is for the benefit of, and binding upon, the parties and their
successors, affiliates, assigns, agents, partners, employees, insurers, and attorneys.



     3. No Additional Claims. The parties each represent that no additional claims are
contemplated against any other party potentially liable for the losses, damages, and injuries for
which the releases herein are given. In the event any additional claim is made which directly or
indirectly results in additional liability exposure to a party for the losses, injuries, and
damages for which the releases herein are given, the other party covenants and agrees to indemnify
and save the first party harmless from all such claims and demands, including reasonable attorneys’
fees and all other expenses necessarily incurred.



     4. Stipulation for Dismissal With Prejudice. Aurora stipulates and agrees that
Aurora’s attorney of record shall dismiss the Civil Action with prejudice, as fully settled upon
the merits. Each party shall pay their respective costs and attorneys’ fees.



     5. Disclaimer. Each party has carefully read this Agreement, understands its
contents, has discussed its legal effect with its attorney, and signs below of its own free will
and accord. Each party has executed this Agreement based on its independent evaluation of the
facts and law relative to the Civil Action and not in reliance on any representation or statement
of the other party or its counsel or other representatives. This Agreement shall be binding upon
each party’s successors and assigns.



     6. Confidentiality. The parties acknowledge that the amount and terms of this
settlement are to be confidential and shall not be publicly disclosed by them or their
representatives, except that a party may disclose such information (a) as its counsel may advise it
is required to disclose under applicable laws and regulations, or (b) as may be required in
connection with disputes pertaining to insurance coverage of the claims involved here, or (c) as
otherwise required by an order of court of competent jurisdiction, or (d) as required or desirable
under the Securities and Exchange Act of 1934, as amended, or the rules of any other exchange or
trading association on which the shares of a party or its affiliates are listed for trading. The
parties further agree that the court may approve this settlement and order its conditions to be
performed, and will retain jurisdiction to do so notwithstanding dismissal of the Civil Action.
Trend also agrees to keep confidential all scientific, technical, engineering, operational,
economic, financial, marketing, and knowledge, information, and data of any nature whatsoever
relating to the Subject Leases, the Subject Mining Claims (confidential information), and shall
not, without Aurora’s prior written consent, disclose any confidential information, directly or



2









 







indirectly, under any circumstances or by any means, to any third person disclose to any third
party, firm, corporation, or entity.



     7. Non-Compete. Trend agrees not to acquire any interest in any property within two
miles of the outer perimeter of the Subject Properties for a period of two years, except with the
express consent of Aurora.



     8. Counterparts and Electronic Versions. This Agreement may be executed and notarized
in multiple counterparts, and may be transmitted between the parties and their attorneys by
facsimile, e-mail, or other electronic means. Executed documents transmitted by electronic means
shall be treated as originals, and counterparts each executed by the parties and their attorneys
shall together constitute an original and final Agreement. The attorneys for the parties will,
however, deliver an original copy of the Agreement executed by their client to the other party’s
attorneys for each party’s records.



[SIGNATURES AND ACKNOWLEDGEMENTS ON FOLLOWING PAGES]




3









 












     Dated
April 11, 2008.




	 	 	 	 	 	 	 
	 	 	TREND MINING COMPANY	 	 
	 
	 	 	 	 	 	 
	 

	 	By

Its
	 	signed John P. Ryan
 

Vice President & Director
	 	 






	 
	APPROVED BY:

	 

	Signed Jason S. Richie
 

Jason S. Ritchie

Holland and Hart, LLP

401 N. 31st St., Ste. 1500

P.O. Box 639

Billings, MT 59103-0639

Attorneys for Trend Mining Company







     Dated April                , 2008.




	 	 	 	 	 	 	 
	 	 	AURORA METALS (BVI) LIMITED	 	 
	 
	 	 	 	 	 	 
	 

	 	By

Its
	 	signed A.C. Richardson
 

President & Director
	 	 






	 
	APPROVED BY:

	 

	signed Chris Mangen
 

Chris Mangen, Jr.

Crowley, Haughey, Hanson,

Toole & Dietrich pllp

490 N. 31st St., Ste. 500

P. O. Box 2529

Billings, MT 59103-2529

Attorneys for Aurora Metals (BVI) Limited







4









 






	 	 	 
	State of South Carolina)
	 	 
	 

	 	: ss.
	County of Beaufort )
	 	 





This instrument was acknowledged before me on April 11, 2008, by JOHN RYAN, known
to me to be the Vice President of Trend Mining Company.




	 	 	 	 	 
	 

	 	 

	 	 
	 

	 	Mildred B Brown
 

	 	 
	(Seal)

	 	(Printed or Typed Name) Mildred B Brown
Notary Public for the State of South Carolina
Residing at Bluffton, SC
My commission expires 11-22, 2015	 	 






	 	 	 
	Province of BRITISH COLUMBIA )
	 

	 	: ss.
	County of VANCOUVE )
	 	 





This instrument was acknowledged before me on April 11, 2008, by A.C. RICHARDSON,
who advises me he is the PRESIDENT of Aurora Metals (BVI) Limited.




	 	 	 	 	 
	 

	 	 

	 	 
	 

	 	signed PETER N. CRAWFORD
 

	 	 
	(Seal)

	 	(Printed or Typed Name) Peter N. Crawford
Notary Public for the Province of BRITISH COLUMBIA
Residing at 5620 Yew Street, Vancouver, BC
My commission does not expire	 	 






5









 





Exhibit A




Form of Deed




6









 





After recording, return to:

Chris Mangen Jr.

P.O. box 2529

Billings, MT 59103




DEED




     For valuable consideration, receipt of which is acknowledged, TREND MINING COMPANY, as
Grantor, hereby conveys, transfers, assigns, and quitclaims to:


AURORA METALS (BVI) LIMITED,

3540 W. 41st Ave., Ste. 204

Vancouver, BC V6N3E-6000




as Grantee, certain patented and unpatented mining claims, mill sites, and tunnel sites located
in Stillwater County and Sweet Grass County, Montana, described on Exhibit A attached hereto,
and lease agreements and the Joint Venture Agreement described as follows:




     1. Basal Zone Lease Agreement, Stillwater Complex, Montana, by and between William G.
and Shirley M. Mouat individually, Fort Stockton Investments, Inc., and Mouat Nickel Mines,
Inc., as lessors, and Aurora Metals (BVI) Limited, as lessee, dated January 1, 2004 (the
“Basal Zone Lease Agreement”);




     2. Mountain View Lease Agreement, Stillwater Complex, Montana, by and between William
G. Mouat, individually and as Trustee, Laurenne Sue O’Dorisio President of Fort Stockton
Investments, Inc., and Mouat Nickel Mines, Inc., Lois deLannoy (a/k/a Lois E. deLannoy),
individually and as trustee of the 1985 deLannoy Family Trust, Shirley M. Mouat, Johan C.
Mouat, Donald D. Mouat, Ellen A. Langston, Donna Duba, Harold C. Nelson, Anne Fujiwara,
Willard Ferch (a/k/a Willard A. Ferch), Iver J. Hjelvik, Donna F. Hjelvik, Robert Mouat,
David Mouat and Ellen L. Schoemer, as lessors, and Aurora Metals (BVI) Limited, as lessee,
dated February 1, 2004 (the “Mountain View Lease Agreement”); and




     3. Joint Venture Agreement by and between Grantee and Grantor, dated January 1, 2005
(the “Joint Venture Agreement”).


The Basal Zone Lease Agreement and the Mountain View Lease Agreement, and all amendments thereto
and assignments or conveyances thereof, are referred to herein collectively as the “Lease
Agreements”. The property subject to the Lease Agreements is described in




7









 







Exhibit A attached hereto. The Lease Agreements and the property subject to the Lease
Agreements are referred to herein as the “Subject Properties”.




     The Grantor conveys, transfers, assigns, and quitclaims its interest in the Subject Properties
together with, and to the extent of Grantor’s interest therein, if any, any and all corrections or
amendments to, or renewals, extensions or ratifications of, or replacements or substitutions for,
any of the same, or any instrument relating thereto, and all contracts, title instruments, title
opinions, land status reports, title abstracts, title insurance commitments or policies, title
materials and information, files, records, writings, data bases, information, systems, maps, plats,
surveys, geological and geophysical (including electrical, electromagnetic, gravity and seismic),
geochemical, and radiometric data and information, drilling data, test data, mineral samples
(including drill cores), mineral assay reports, interpretative and analytical reports of any kind
or nature (including reserve or deposit studies or evaluations), mine feasibility reports, mine
development studies and plans, information concerning exploration and development of deposits all
minerals (including information concerning mine operation, shutdown and closure and concerning
reclamation of lands and other resources affected by mining), environmental data and related
information and reports and studies, mining claims (whether unpatented or now or hereafter
patented), lease records (including rental and royalty payment records), unpatented mining claim
records (including evidence of annual assessment work, payment of rental or maintenance fees, and
filings and recordings made with governmental agencies), the approvals and records and information
concerning compliance therewith, mine development programs and budgets, reclamation plans and
related data and reports, commingling agreements, information and data and reports regarding the
products and proceeds of mine operations (including quantities produced, proceeds from sale or
other disposition, and disbursement of proceeds to persons entitled to a share thereof),
development rights, air rights, parcel maps, extralateral rights, condemnation awards, franchises,
easements, servitudes, permits, licenses, tenements, hereditaments, appurtenances, rents,
royalties, overriding royalties, gross profits interests, net smelter returns, revenues, avails,
income, security deposits, reclamation bonds, bonuses, accounts, returns, issues, profits,
advantages, products, proceeds and all other benefits, whether now or hereafter existing or
arising, used or useful in connection with, covering, relating to, or arising from or in connection
with, any of the aforesaid in this granting clause referenced, and all other things of value and
incident thereto which the Grantor might at any time have or be entitled to (including any and all
liens, lien rights and security interests, and all properties, rights and interests, whether now or
hereafter existing or arising, that may be used or useful in connection with mining all minerals
from all or any part of the Subject Properties, or any other lands any production from which, or
the profits or proceeds from such production, is attributed to any interest in the Subject
Properties or to any interest described in Exhibit A hereto, or in connection with any related
activities); together with all strips and gores belonging, adjacent or pertaining to the Subject
Properties.



     It is the Grantor’s intent to, and the Grantor does hereby, convey to Grantee all the
Grantor’s mineral interests in Stillwater County, Montana, and in Sweet Grass County, Montana,
regardless of whether such property, interests, and rights are completely or legally sufficiently
described herein.



8









 






     This Deed is given pursuant to a settlement agreement dated April 11, 2008 between Grantor and
Grantee, resolving and settling both the Joint Venture Agreement and a related civil action
entitled Aurora Metals (BVI) Limited, Plaintiff, vs. Trend Mining Company, Defendant, Cause
No. DV 07 93, Montana 22nd Judicial District Court, Stillwater County, District Judge Blair Jones.
The Grantor hereby acknowledges that the Joint Venture Agreement is terminated and released in all
respects.



     TO HAVE AND TO HOLD unto the Grantee, its heirs, successors and assigns, forever.



     DATED:
April 14, 2008.



	 	 	 	 	 	 	 
	 	 	TREND MINING COMPANY	 	 
	 
	 	 	 	 	 	 
	 	 	Signed John P. Ryan	 	 
	 
	 	 	 	 	 	 
	 

	 	By

Its
	 	John P. Ryan
 

Vice President * Director
	 	 






	 	 	 
	     State of South Carolina)
	 	 
	 

	 	: ss.
	     County of Beaufort)
	 	 






     This instrument was acknowledged before me on April 14, 2008, by John Ryan,
known to me to be the Vice President of Trend Mining Company.



	 	 	 	 	 
	 

	 	 

	 	 
	 
	 	 	 	 
	 

	 	signed Robert Cosgrove
 

	 	 
	 
	 	 	 	 
	     (Seal)

	 	(Printed or Typed Name) Robert Cosgrove	 	 
	 
	 	 	 	 
	 

	 	Notary Public for the State of SOUTH CAROLINA	 	 
	 
	 	 	 	 
	 

	 	Residing at Hilton Head, South Carolina	 	 
	 
	 	 	 	 
	 

	 	My commission expires April 29, 2012	 	 






9









 






Exhibit A




SCHEDULE
1 — MOUNTAIN VIEW LEASE AGREEMENT

PATENTED LODE AND PLACER CLAIMS IN STILLWATER COUNTY, MONTANA




	 	 	 	 	 	 	 
	 	 	Mineral Claim	 	 	 	BLM Montana
	 	 	Name	 	Status	 	Mineral Claim No.
	1
	 	Bald Eagle	 	Patented East Stillwater River	 	MSN       69D






SCHEDULE
2 — MOUNTAIN VIEW LEASE AGREEMENT

LODE AND PLACER CLAIMS FOR WHICH PATENT HAS BEEN APPLIED FOR IN

STILLWATER COUNTY, MONTANA




	 	 	 	 	 	 	 
	 	 	Mineral Claim	 	 	 	BLM Montana
	 	 	Name	 	Status	 	Mineral Claim No.
	1
	 	AMY 19	 	Patent Applied For Mountain View	 	MMC     10209
	2
	 	AMY 20	 	Patent Applied For Mountain View	 	MMC     10210
	3
	 	AMY 21	 	Patent Applied For Mountain View	 	MMC     10211
	4
	 	SUSU 25	 	Patent Applied For Mountain View	 	MMC     53589
	5
	 	SUSU 28	 	Patent Applied For Mountain View	 	MMC     53592
	6
	 	SUSU 29	 	Patent Applied For Mountain View	 	MMC     53593
	7
	 	Mouat 1 Lode	 	Patent Applied For Mountain View	 	MMC  186404
	8
	 	Mouat 2 Lode	 	Patent Applied For Mountain View	 	MMC  186405
	9
	 	Mouat 3 Lode	 	Patent Applied For Mountain View	 	MMC  186406
	10
	 	Mouat 4 Lode	 	Patent Applied For Mountain View	 	MMC  186407
	11
	 	Mouat 5 Lode	 	Patent Applied For Mountain View	 	MMC  186408
	12
	 	Mouat 6 Lode	 	Patent Applied For Mountain View	 	MMC  186409
	13
	 	Mouat 7 Lode	 	Patent Applied For Mountain View	 	MMC  186410
	14
	 	Mouat 8 Lode	 	Patent Applied For Mountain View	 	MMC  186411
	15
	 	Mouat 9 Lode	 	Patent Applied For Mountain View	 	MMC  186412
	16
	 	Mouat 10 Lode	 	Patent Applied For Mountain View	 	MMC  186413
	17
	 	Mouat 11 Lode	 	Patent Applied For Mountain View	 	MMC  186414
	18
	 	Mouat 12 Lode	 	Patent Applied For Mountain View	 	MMC  186415
	19
	 	Mouat 13 Lode	 	Patent Applied For Mountain View	 	MMC  186416
	20
	 	Mouat 14 Lode	 	Patent Applied For Mountain View	 	MMC  186417
	21
	 	Lake Placer	 	Patent Applied For Mountain View	 	MMC  189232






10









 






SCHEDULE
3 — MOUNTAIN VIEW LEASE AGREEMENT

UNPATENTED LODE AND PLACER CLAIMS IN STILLWATER COUNTY, MONTANA





	 	 	 	 	 	 	 
	 	 	Mineral Claim	 	 	 	BLM Montana
	 	 	Name	 	Status	 	Mineral Claim No.
	1
	 	AMY 1	 	Unpatented West Stillwater River	 	MMC    10191
	2
	 	AMY 2	 	Unpatented West Stillwater River	 	MMC    10192
	3
	 	AMY 3	 	Unpatented West Stillwater River	 	MMC    10193
	4
	 	AMY 13	 	Unpatented West Stillwater River	 	MMC    10203
	5
	 	AMY 14	 	Unpatented West Stillwater River	 	MMC    10204
	6
	 	AMY 15	 	Unpatented West Stillwater River	 	MMC    10205
	7
	 	AMY 16	 	Unpatented West Stillwater River	 	MMC    10206
	8
	 	AMY 17	 	Unpatented West Stillwater River	 	MMC    10207
	9
	 	AMY 18	 	Unpatented West Stillwater River	 	MMC    10208
	10
	 	AMY 25	 	Unpatented West Stillwater River	 	MMC    10212
	11
	 	Amy 133	 	Unpatented West Stillwater River	 	MSN      17302
	12
	 	Gypsum Placer	 	Unpatented West Stillwater River	 	MMC    35156
	13
	 	Duke Placer	 	Unpatented West Stillwater River	 	 
	 
	 	 	 	5/8th Interest.  No Buildings.	 	MMC    35157
	14
	 	ANN #1	 	Unpatented West Stillwater River	 	MMC    35958
	15
	 	ANN #2	 	Unpatented West Stillwater River	 	MMC    35959
	16
	 	ANN 3 fr.	 	Unpatented West Stillwater River	 	MMC    35960
	17
	 	ANN 4	 	Unpatented West Stillwater River	 	MMC    35961
	18
	 	ANN 4A	 	Unpatented West Stillwater River	 	MMC    35962
	19
	 	ANN 5	 	Unpatented West Stillwater River	 	MMC    35963
	20
	 	ANN 5A	 	Unpatented West Stillwater River	 	MMC    35964
	21
	 	ANN 6	 	Unpatented West Stillwater River	 	MMC    35965
	22
	 	ANN 6A	 	Unpatented West Stillwater River	 	MMC    35966
	23
	 	ANN 7	 	Unpatented West Stillwater River	 	MMC    35967
	24
	 	ANN 8	 	Unpatented West Stillwater River	 	MMC    35968
	25
	 	ANN 9	 	Unpatented West Stillwater River	 	MMC    35969
	26
	 	ANN 10	 	Unpatented West Stillwater River	 	MMC    35970
	27
	 	ANN 28	 	Unpatented West Stillwater River	 	MMC    35988
	28
	 	ANN 29	 	Unpatented West Stillwater River	 	MMC    35989
	29
	 	ANN 30	 	Unpatented West Stillwater River	 	MMC    35990
	30
	 	ANN 44	 	Unpatented West Stillwater River	 	MMC    36004
	31
	 	GAY 1	 	Unpatented West Stillwater River	 	MMC    36281
	32
	 	GAY 2	 	Unpatented West Stillwater River	 	MMC    36282
	33
	 	GAY 6	 	Unpatented West Stillwater River	 	MMC    36286
	34
	 	GAY 7	 	Unpatented West Stillwater River	 	MMC    36287
	35
	 	GAY 11	 	Unpatented West Stillwater River	 	MMC    36291
	36
	 	GAY 12	 	Unpatented West Stillwater River	 	MMC    36292
	37
	 	GAY 15	 	Unpatented West Stillwater River	 	MMC    36295
	38
	 	GAY 16	 	Unpatented West Stillwater River	 	MMC    36296






Exhibit A, p. 2




11









 







SCHEDULE
3 — MOUNTAIN VIEW LEASE AGREEMENT

UNPATENTED LODE AND PLACER CLAIMS IN STILLWATER COUNTY, MONTANA




	 	 	 	 	 	 	 
	 	 	Mineral Claim	 	 	 	BLM Montana
	 	 	Name	 	Status	 	Mineral Claim No.
	39
	 	Mountain View Chrome Co.	 	Unpatented West Stillwater River	 	MMC    36376
	40
	 	Ely Placer	 	Unpatented West Stillwater River	 	MMC    36379
	41
	 	No. 5 Tunnel & Tunnel Site	 	Unpatented West Stillwater River	 	MMC    36380
	42
	 	MALO	 	Unpatented West Stillwater River	 	MMC    36384
	43
	 	Red Bird No. 3	 	Unpatented West Stillwater River	 	MMC    36396
	44
	 	CHAS F.	 	Unpatented West Stillwater River	 	MMC    36408
	45
	 	Joan I	 	Unpatented West Stillwater River	 	MMC    36413
	46
	 	Verdi Placer	 	Unpatented West Stillwater River	 	MMC    36430
	47
	 	SUSU 22	 	Unpatented West Stillwater River	 	MMC    53586
	48
	 	SUSU 23	 	Unpatented West Stillwater River	 	MMC    53587
	49
	 	SUSU 24	 	Unpatented West Stillwater River	 	MMC    53588
	50
	 	SUSU 26 (1)	 	Unpatented West Stillwater River	 	MMC    53590
	51
	 	SUSU 27	 	Unpatented West Stillwater River	 	MMC    53591
	52
	 	AMY fr.	 	Unpatented West Stillwater River	 	MMC    78928
	53
	 	GAY fr.	 	Unpatented West Stillwater River	 	MMC    78929
	54
	 	NEW 13	 	Unpatented West Stillwater River	 	MMC    84655
	55
	 	Red Bird # 4	 	Unpatented West Stillwater River	 	MMC    36397
	56
	 	Mill Site 69E	 	Unpatented West Stillwater River	 	MSN   156775






SCHEDULE
4 — MOUNTAIN VIEW LEASE AGREEMENT

WATER RIGHTS STILLWATER RIVER VALLEY AREA,

STILLWATER COUNTY, MONTANA




	 	 	 
	Lessors Water Right Number

	 	43C-W-189530-00
	Source

	 	Mountain View Lake – SW 1/4 NE1/4 Sec. 20, Twp. 5S,
Rge. 15E M.P.M, Stillwater County, Montana
	Indicated Flow Rate:

	 	1.34 CFS
	Indicated Volume

	 	486.27 acre feet per year
	Purpose (Use):

	 	Industrial
	Lessors Water Right Number:

	 	43C-W-189532-00
	Source:

	 	Verdigris Creek — S1/2 SW1/4 NE1/4 Sec. 20, Twp. 5S,
Rge. 15E M.P.M, Stillwater County, Montana
	Indicated Flow Rate:

	 	0.09 CFS
	Indicated Volume

	 	49.79 acre feet per year
	Purpose (Use):

	 	Domestic (multiple)






Exhibit A, p.3




12









 







SCHEDULE 1 — BASAL ZONE LEASE AGREEMENT

PATENTED LODE AND PLACER CLAIMS IN STILLWATER COUNTY, MONTANA




	 	 	 	 	 	 	 
	 	 	Mineral Claim	 	 	 	BLM Montana
	 	 	Name	 	Status	 	Mineral Claim No.
	1
	 	Nio Placer	 	Patented East Stillwater River	 	MSN   10783
	2
	 	Chrome	 	Patented East Stillwater River	 	MSN   10781
	3
	 	Lookover	 	Patented East Stillwater River	 	MSN   10781
	4
	 	Jackson	 	Patented East Stillwater River	 	MSN   10781
	5
	 	Gabbro	 	Patented East Stillwater River	 	MSN   10781
	6
	 	Pada #1	 	Patented East Stillwater River	 	MSN   10782
	7
	 	Pada #2	 	Patented East Stillwater River	 	MSN   10782
	8
	 	Big Ben	 	Patented East Stillwater River	 	MSN   10782
	9
	 	Lucky T	 	Patented East Stillwater River	 	MSN   10782
	10
	 	L.T.X.	 	Patented East Stillwater River	 	MSN   10782
	11
	 	H.E.D.	 	Patented East Stillwater River	 	MSN   10782
	12
	 	Copper	 	Patented East Stillwater River	 	MSN   10782
	13
	 	Gold Tip	 	Patented East Stillwater River	 	MSN   10782
	14
	 	Beauty	 	Patented East Stillwater River	 	MSN   10782
	15
	 	Patent	 	Patented East Stillwater River	 	MSN   10782
	16
	 	Opal	 	Patented East Stillwater River	 	MSN   10782
	17
	 	Dave	 	Patented East Stillwater River	 	MSN   10782
	18
	 	Mountain View	 	Patented West Stillwater River	 	MSN             63A
	19
	 	Rough Rock	 	Patented West Stillwater River	 	MSN             63B
	20
	 	Redbird	 	Patented West Stillwater River	 	MSN             63C
	21
	 	Big Thing	 	Patented West Stillwater River	 	MSN             63D
	22
	 	Stillwater	 	Patented West Stillwater River	 	MSN             63E
	23
	 	Summit	 	Patented West Stillwater River	 	MSN             68A
	24
	 	New Wabeliski	 	Patented West Stillwater River	 	MSN             68B
	25
	 	Brooklyn	 	Patented West Stillwater River	 	MSN             69A
	26
	 	Avalanche	 	Patented West Stillwater River	 	MSN             69B
	27
	 	Cataract	 	Patented West Stillwater River	 	MSN
     69C
	28
	 	Perseverance	 	Patented East Stillwater River	 	MSN             70A
	29
	 	Emerald	 	Patented East Stillwater River	 	MSN
     70B
	30
	 	Blue Jay	 	Patented East Stillwater River	 	MSN             70C
	31
	 	Copper Bottom	 	Patented East Stillwater River	 	MSN
     70D
	32
	 	Ridge	 	Patented East Stillwater River	 	MSN             70E
	33
	 	Rough Rock No. 2	 	Patented West Stillwater River	 	MSN             72A
	34
	 	Something	 	Patented West Stillwater River	 	MSN
     72B






Exhibit A, p.4




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SCHEDULE 2 — BASAL ZONE LEASE AGREEMENT

UNPATENTED LODE AND PLACER CLAIMS IN STILLWATER COUNTY, MONTANA




	 	 	 	 	 	 	 
	 	 	Mineral Claim	 	 	 	BLM Montana
	 	 	Name	 	Status	 	Mineral Claim No.
	1
	 	Giant	 	Unpatented West Stillwater River	 	MMC    36382
	2
	 	Red Bird #2	 	Unpatented West Stillwater River	 	MMC    36396
	3
	 	Smelter	 	Unpatented West Stillwater River	 	MMC    36401
	4
	 	Billie	 	Unpatented West Stillwater River	 	MMC    36407
	5
	 	Gap	 	Unpatented West Stillwater River	 	MMC    36410
	6
	 	Jame	 	Unpatented West Stillwater River	 	MMC    36412
	7
	 	Westlake	 	Unpatented West Stillwater River	 	MMC    36431
	8
	 	Snookie Placer  (1)
(2)	 	Unpatented West Stillwater River	 	MMC    36402
	9
	 	Basin Placer (3)	 	Unpatented East Stillwater River	 	MMC    36777








 




			
	(1)	 	Stillwater Mining Company leases “that part (of the Snookie Placer) in conflict with the unpatented lode claims
Schmidt Numbers 1 &2, Blitz Numbers. 3, 4, 7, 8, 11,12,15, and 16.”
	 
	(2)	 	SMC is also paying BLM fees on this claim. (3) Northern half of claim assigned.





SCHEDULE 3 — BASAL ZONE LEASE AGREEMENT

UNPATENTED LODE AND PLACER CLAIMS IN SWEET GRASS COUNTY, MONTANA




	 	 	 	 	 	 	 
	 	 	Mineral Claim	 	 	 	BLM Montana
	 	 	Name	 	Status	 	Mineral Claim No.
	1
	 	RAM 1	 	Unpatented Crescent Creek	 	MMC 128417
	2
	 	RAM 2	 	Unpatented Crescent Creek	 	MMC 128418
	3
	 	RAM 4	 	Unpatented Crescent Creek	 	MMC 128420
	4
	 	RAM 5	 	Unpatented Crescent Creek	 	MMC 128421
	5
	 	RAM 7	 	Unpatented Crescent Creek	 	MMC 128423
	6
	 	RAM 8	 	Unpatented Crescent Creek	 	MMC 128424
	7
	 	RAM 11	 	Unpatented Crescent Creek	 	MMC 128427
	8
	 	RAM 12	 	Unpatented Crescent Creek	 	MMC 128428
	9
	 	RAM 14	 	Unpatented Crescent Creek	 	MMC 128430
	10
	 	RAM 15	 	Unpatented Crescent Creek	 	MMC 128431
	11
	 	RAM 17	 	Unpatented Crescent Creek	 	MMC 128433
	12
	 	RAM 18	 	Unpatented Crescent Creek	 	MMC 128434
	13
	 	RAM 19	 	Unpatented Crescent Creek	 	MMC 128435
	14
	 	RAM 20	 	Unpatented Crescent Creek	 	MMC 128436
	15
	 	RAM 24	 	Unpatented Crescent Creek	 	MMC 128440
	16
	 	RAM 44	 	Unpatented Crescent Creek	 	MMC 134180
	17
	 	RAM 45	 	Unpatented Crescent Creek	 	MMC 134181






Exhibit A, p.5





14