exh4-158.htm


    
EXHIBIT 4.158

      


       

      SILVERCLAIM LAKE AMENDMENT
AGREEMENT #2

       

       

      This
Amendment Agreement is dated for reference the 27th day
of January 2009

       

      BETWEEN:

       

      CANADIAN
PROSPECTING VENTURES INC.

       

      P.O. Box
385, 53 Eighth Avenue

       

      Larder ,
Ontario  P0K 1L0

       

      Telephone:  (705)
643-2345

       

      (the
above hereinafter referred to as the "Optionor")

       

      OF
THE FIRST PART

      AND:

       

      AMADOR
GOLD CORP.

       

      711 - 675
West Hastings Street

       

      Vancouver,
British Columbia V6B 1N2

       

      Telephone:  (604)
685-2222

       

      (the
above hereinafter referred to as the "Optionee")

       

      OF
THE SECOND PART

       

      WHEREAS the Optionee and the
Optionor entered into an option agreement dated for reference the 28th day
of March 2005 and amended the 19th day
of December 2006 (collectively, the “Silverclaim Lake Agreement”) and the
parties wish to amend the terms of the Silverclaim Lake Agreement.

       

      NOW THEREFORE in consideration
of the premises and the mutual covenants and agreements herein contained, the
parties agree as follows:

       

      
        	
                1.

              	
                Sections
      3 and 4 to the Silverclaim Lake Agreement be deleted in their entirety and
      replaced with Sections 3 and 4 as written
below:

              


      

       

      
        	
                 
      

              	
                “3.

              	
                TERMS OF THE
      OPTION

              


      

       

      In order
to maintain the Option in good standing and earn a 100% right, title and
undivided interest in and to the Property, the Optionee, subject to paragraph 2,
shall:

       

      
        	
                 
      

              	
                (a)

              	
                pay
      to the Optionor $15,000 upon receipt of regulatory approval
      (paid);

              


      

       

      
        	
                 
      

              	
                (b)

              	
                pay
      to the Optionor a further $15,000 on or before May 11, 2006
      (paid);

              


      

       

      
        	
                 
      

              	
                (c)

              	
                pay
      to the Optionor a further $20,000 on or before May 11, 2007
      (paid);

              


      

       

      
        	
                 
      

              	
                (d)

              	
                pay
      to the Optionor a further $50,000 on or before May 11, 2008
      (paid);

              


      

       

      
        	
                 
      

              	
                (e)

              	
                pay
      to the Optionor a further $25,000 on or before May 11,
    2009;

              


      

       

      
        	
                 
      

              	
                (f)

              	
                pay
      to the Optionor a further $25,000 on or before May 11,
    2010;

              


      

       

      
        	
                 
      

              	
                (g)

              	
                issue
      to the Optionor 50,000 common shares of the Optionee upon receipt of
      regulatory approval (issued);

              


      

       

      
        	
                 
      

              	
                (h)

              	
                issue
      to the Optionor a further 50,000 common shares of the Optionee on or
      before May 11, 2006 (issued); and

              


      

       

      
        	
                 
      

              	
                (i)

              	
                issue
      to the Optionor a further 50,000 common shares of the Optionee on or
      before May 11, 2007 (issued); and

              


      

       

      
        	
                 
      

              	
                (j)

              	
                issue
      to the Optionor a further 50,000 common shares of the Optionee on or
      before May 11, 2008 (issued).

              


      

       

      Exploration
expenditure requirements will include only those expenditures that are required
annually by the Ministry of Northern Development & Mines to keep the
property claims identified in Schedule A to the Silverclaim Lake Agreement in
good standing.


      
        
           


        

        
           


          
            

          

        

        
           


        

      


       

      4.           EXERCISE
OF THE OPTION

       

      If the
Optionee has paid $150,000 and issued 200,000 common shares to the Optionor, the
Optionee shall be deemed to have exercised the Option and will have acquired an
undivided 100% right, title and interest in and to the Property, subject only to
the Royalty Interest reserved to the Optionor.”

       

      
        	
                2.

              	
                In
      all other respects the terms of the Silverclaim Lake Agreement remain as
      written.

              


      

       

      
        	
                3.

              	
                Time
      shall be of the essence of this Amendment
  Agreement.

              


      

       

      
        	
                4.

              	
                The
      parties hereto covenant and agree to execute and deliver all such further
      documents as may be required to carry out the full intent and meaning of
      this Amendment Agreement and to effect the transactions contemplated
      hereby.

              


      

       

      
        	
                5.

              	
                This
      Amendment Agreement shall be governed by and interpreted in accordance
      with the laws of the Province of
Ontario.

              


      

       

      
        	
                6.

              	
                This
      Amendment Agreement together with the Silverclaim Lake Agreement
      constitute the entire agreement between the parties and supersedes all
      previous understandings, communications, representations and agreements
      between the parties with respect to the subject matter of this Amendment
      Agreement.

              


      

       

      
        	
                7.

              	
                This
      Amendment Agreement will enure to the benefit of and be binding upon the
      parties hereto and their respective successors and permitted
      assigns.

              


      

       

      IN WITNESS WHEREOF the parties
hereto have executed these presents as of the day and year first above
written.

       

      


      
        	
                CANADIAN
      PROSPECTING VENTURES INC.

              	
                )

              
	
                 

                 

                Per:
      /s/ Dave LaRocque         

              	
                )

                )

                )

              
	
                Dave
      LaRocque, Vice-President

              	
                )

              
	 
      	 
      
	
                AMADOR
      GOLD CORP.

              	
                )

              
	
                 

                 

                Per:
      /s/ Alan Campbell         

              	
                )

                )

                )

              
	
                Alan
      Campbell, Director

              	
                )

              
	 
      	 
      


      

       

      



      
        
           


        

        
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