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                             EMPLOYMENT AGREEMENT

     This Agreement is entered into this 31st day of December, 1995 between 
Summo Minerals Corporation ("Summo"), a British Columbia corporation, and 
Gregory A. Hahn ("Hahn").  This Agreement shall become effective upon the 
earlier of the employment termination of Hahn by St. Mary Minerals Inc. or 
the date of this Agreement (the "Effective Date").

     1.   EMPLOYMENT.  On the terms and conditions set forth herein, Summo 
hereby agrees to employ Hahn as President and Chief Executive Officer of 
Summo Minerals Corporation and Summo USA Corporation, and Hahn hereby agrees 
to be so employed and located in Denver, Colorado, for a minimum of one year 
from the Effective Date of this Agreement.  Hahn shall utilize his full-time 
good faith efforts to perform such duties and discharge such responsibilities 
as are customarily undertaken by such an officer of a corporation, together 
with such other appropriate duties as may be assigned to him by the Board of 
Directors of Summo.

     2.   COMPENSATION.  Summo shall compensate Hahn for his services 
hereunder at an initial rate of $120,000 per annum payable in semi-monthly 
installments.  Such compensation shall be subject to review and increase, as 
approved by the Board of Directors of Summo, in July of each year beginning 
with July, 1996.  Hahn shall participate in the fringe benefits and benefit 
plans of Summo in the same manner and to the same comparable extent as other 
senior executives of Summo, including three weeks of vacation, retirement 
benefits, life insurance, disability benefits and insurance and health and 
hospitalization benefits and insurance.  Hahn shall also be entitled to 
additional bonus or incentive compensation, as determined by the Board of 
Directors of Summo, pursuant to any plans or programs established therefore, 
to an extent comparable with other senior executives of Summo and dependent 
upon the nature of the accomplishment of his employment duties and 
responsibilities including those described in paragraph 1 above.

     3.   TERM.  

          (1)  The term of employment of Hahn by Summo shall commence as of 
the above-mentioned Effective Date.  This Agreement shall continue in effect 
for at least one year and then until terminated by Hahn or Summo upon not 
less than thirty days prior written notice to the other.  Upon any 
termination of this Agreement by Summo for any reason other than the 
occurrence of an event described in subparagraph (2) below, Summo shall 
continue the compensation of Hahn at its rate at the time of such termination 
for a period of one year thereafter, together with a continuation of the 
insurance benefits in effect for him at the time of such termination.

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     IN WITNESS WHEREOF, the undersigned have executed this Agreement as of 
the day and year first above written.

     SUMMO MINERALS CORPORATION


By:  /s/ FRED G. HEWETT                    By:  /s/ JOHN E. ROBINS
    --------------------------------           -------------------------------
         Fred G. Hewett                             John E. Robins


By:  /s/ MATTHEW MASON                     By:  /s/ JOHN IVANY
    --------------------------------           -------------------------------
         Matthew Mason                              John Ivany


By:  /s/ DOUGLAS LITTLE                   By:  /s/ MARK A. HELLERSTEIN
    --------------------------------           -------------------------------
         Douglas Little                            Mark A. Hellerstein


ACKNOWLEDGED AND AGREED TO this 31st day of December, 1995, in Denver, 
Colorado.



                                           By: /s/ GREGORY A. HAHN
                                               -------------------------------
                                                   Gregory A. Hahn