Name of each Exchange on which registered


                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20542
FORM 10-K
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended August 31, 1993

Commission File Number
0-14834

		CORNWALL TIN & MINING CORPORATION
      (Exact name of registrant as specified in its charter)

				Delaware
                        (State or other jurisdiction
                              of incorporation)
IRS Employer Identification No.
    13-2627473

20 Oueen Street West, Suite 600. Toronto. Ontario, Canada M5H 3R3,
Address of principal executive offices

Registrant's telephone number including area code:
(416) 971-8611

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class
Common

Name of each exchange on which registered
None

Securities registered pursuant to Section 12(g) of the Act:

Title of Class
Common


	Indicate  by  check  mark whether the Registrant  (1)  has  filed  all
reports  required  to be filed by Section 13 or 15( d)  of  the  Securities
Exchange  Act  of 1934 during the preceding 12 months (or for such  shorter
period that the registrant was required to file such reports), and (2)  has
been subject to such filing requirements for the past 90 days.
Yes _X_ No ___



              APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

	Indicate  by check mark whether the Registrant has filed all documents
and  reports  required  to be filed by Sections 12,  13  or  15(d)  of  the
Securities  Exchange  Act  of  1934  subsequent  to  the  distribution  of
securities under a plan confirmed by a court.

Not Applicable.




APPLICABLE ONLY TO CORPORATE ISSUERS:

     Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

Issued and outstanding:

2,710,800 Common Shares

DOCUMENTS INCORPORATED BY REFERENCE

     Financial Statements of the Corporation for the year ended August 31,
1993, are hereby incorporated by reference.

				PART I
Item 1.	Business

Acquisition of H Space Technologies Inc.

H  Space Technologies Inc. ("H Space") is in the business of designing  and
manufacturing point of sale, promotional and corporate display  systems.  A
discussion with respect to H Space is set out hereafter.

Management has conditionally agreed to merge the Corporation with H  Space.
The  agreement  is conditional on regulatory and shareholder approval.  The
Corporation intends to split its existing issued and outstanding shares  on
a  2:1 basis and thereafter issue 10,799.961 common treasury shares of  the
Corporation  to  the shareholders of H Space in exchange  for  all  of  the
3.599.987  common  shares issued or optioned in H Space.  As  part  of  the
merger,  a  private placement of up to 2,000,000 shares of the  Corporation
for a consideration of $1,000,000 is planned.

Technology Profile

Utilizing  a knowledge base gained over the past 20 years in the  field  of
fibre  optics, the founders of H Space developed a unique Light  Management
System,  "LMS"  which will allow the company to launch into two  commercial
markets  which  are global in nature. This new "patent pending"  technology
facilitates  the  design  and manufacture of animated  point  of  sale  and
corporate identification display systems displacing aging neon signage. Low
wattage,  energy efficient light is transmitted through computer  generated
light/colour  management system into any array of fibre optic cables  which
bring to the viewer an exciting array of every changing colours and message
patterns.  Prototype  systems have been presented to  major  corporate  end
users.  Engineering  to  prepare  for multiple  unit  manufacturing  is  in
process.

The Company will focus its fiscal efforts on the commercialization of fibre
optics  "LMS"  for  the  promotional, point of sale and  corporate  display
market.  The  Company's  sustainable  competitive  advantages  rest  in   a
combination  of its technical depth in fibre optics and light transmission,
its  computer  based  design system and its seasoned management.  Following
completion  of  the commercialization of the above subject technology,  the
company  will avail itself of Canadian government research grants to  bring
to  market  readiness  equally existing fibre optic  lighting  systems  for
"holographic" display and interior design applications.

Market Profile:

Xzotec Inc. will initially focus on two defined markets:

1.	Promotional signage; and
	Corporate display.

The total market is estimated to be in the range of $3 billion (U.S.). The
following is a brief overview.

Promotional Signage:

The  utilization  of  illuminated promotion or "point of  sale"  signs  and
displays  is  a  well established marketing tool. Advertising  budgets  are
projected to increasingly focus on point of purchase where the majority  of
buying  decisions are made. Currently, a portion of the point  of  purchase
advertising budget of major corporations is committed to neon signs. Xzotec
will  be  positioned  to  capture projected budget  expenditure  growth  by
offering major corporations enhanced, motion and colour rich sign  age  not
previously available. The price point will be slightly higher than neon but
this  is  not  a  barrier to entry. Test marketing and  prototype  work  is
already underway with a number of consumer product, Fortune 500 companies.
Management  believes  that industries ranging from  food  and  beverage  to
footwear, computers, clothing, financial services, tobacco, automotive  and
consumer electronics will be end user customers.

Corporate Display:

Most  if  not  all  Fortune 500 companies continue to invest  in  corporate
imagery.  This  market sector will be attracted to the special  ability  of
Xzotec  Inc.  to  provide  high profile corporate identification  which  is
individually  unique  in design but utilizes the company's  standard  light
management system and fibre optics. The marketplace for display systems
will range from corporate name/logo signs to interior building designs and
trade show exhibits.

Strategic Relationship:

Xzotec  Inc. has benefited and will continue to derive assistance from  its
special  relationship with Precision Camera Inc. Founded over 15 years  ago
by  Mr. Gerd Kurz, an investor in and shareholder of H Space, Precision  is
Canada's   premiere  Company  in  the  growing  field  of   complex   video
applications. With in-house, state of the art design studios,  precision
machining, optical, electronic and video  testing  and repair  facilities,
Precision Camera has the technical capacity to design, engineer, manufacture
and install complex integrated audio/video systems.

The company is certified by Sony of Japan as a broadcast service facility
for television and motion picture equipment. Precision has engineered
systems from remote control cameras operating in nuclear reactors to the
system in Toronto's Skydome Stadium retractable roof. This relationship has
assisted management in their prototype development phase and will prove
invaluable as the company moves into full commercial production.

Management:

Management  of H Space has a considerable depth of knowledge in marketing,
manufacturing,  fibre  optic  and  holographic  technology.  Both  Michael
Miville,  the  firm's  President and Richard Howard, the  Executive  Vice-
President, have previously built and sold successful companies.

Other Business:

Other than the acquisition of H Space, the Corporation has no business
activities.

Item 2.		Properties:
		N/A

Item 3.		Legal Proceedings:
		None

Item 4.		Security Ownership of Certian Beneficial Owners and Management:
		None

				PART II

Item 5. 	Market for the Registrant's Common Stock and Related
		Holder Matters:
		None

Item 6. 	Selected Financial Data:
		See attached information as Exhibit A.

Item 7.		Management's Discussion and Analysis of Financial Condition
		and Results of Operations:

The  Board  of  Directors  and  shareholders  have  agreed  with  H  Space
Technologies Inc. to approve the change of the name of the Corporation  to
Xzotec  Inc.  to  increase the capital of the Corporation  to  30  million
common shares without par value to split the issued and outstanding common
shares  on  a  2:1 basis prior to the acquisition of H Space  Technologies
Inc.,  to approve the acquisition of H Space Technologies Inc., to approve
the  stock  option plan and to approve the private placement of 2  million
treasury shares for a consideration of $1,000,000.

Item 8.		Financial Statements and Supplementary Data:
		Attached are financial statements for the period ending
		August 31, 1993.

Item 9.		Disagreements on Accounting and Financial Disclosure
		None


			PART III

Item 10.	Directors and Executive Officers of the Registrant:

Name and Principal 	Present		   Shareholdings	Shareholdings
   Occupation         Shareholdings         After Split 	    After
					    Acquisition	   	 Acquisition

Michael Miville		 Nil			Nil		   2.430,000
President, Xzotec Inc.

Richard Howard
Exec. Vice-President 	 Nil			Nil		    999,999
Xzotec Inc.

Michael Mewha
C.E.O., North American   Nil			Nil		      Nil
Network Co. Inc.

Barry Brawn		 Nil		      956,463		1,114,797 (2)
President, Assistco
Inc.

Anthony Swartz		 Nil			Nil		3,324,960 (1)
President, Sussex
Investments Inc.


Gerd Kurz President, 	 Nil			Nil		    750,000
Precision
Camera Inc.

James T. Riley		956,463			956,463		  956,463
Chairman
Northquest Ventures Inc.

(1) Assumes conversion of debenture in the principal amount of $150,000.
(2) Assumes  exercise of option in the amount of 158,334 shares at  $1.00  per
    share.
(3) The  above directors have approved the acquisition of H Space Technologies
    Inc.

Item 11.	Executive Compensation:
		None

Item 12.	Security Ownership of Certain Beneficial Owners and
		Management:
		Mr. James T. Riley holds 936,463 shares directly.
		He also is the major shareholder of Northquest Ventures Inc.

Item 13.	Certain Relationships and Related Transactions
		None


				PART IV

Item 14.	Exhibits, Financial Statement Schedules
		and Reports on Form 8-K:

		See attached Financial Statements.
		The Corporation has no subsidiaries.
		See 8-K Report previously filed.

Signatures:
     Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

Date: October 7. 1993
CORNWALL TIN & MINING CORPORATION

Date: October 7, 1993.

"James T. Riley"































	 CORNWALL TIN AND MINING CORPORATION
             (A Delaware Corporation)



		FINANCIAL STATEMENTS
	      August 31, 1993 and 1992
		 (in U.S. dollars)




Chartered Accountants
BCE Place
181 Bay Street
Suite 1400
Toronto, Ontario
M5J 2V1

				AUDITORS' REPORT

To the Shareholders of
Cornwall Tin and Mining Corporation
Telephone: (416) 601-6150
Telecopier: (416) 601-6151

We have audited the balance sheets of Cornwall Tin and Mining Corporation (A
Delaware  Corporation) as at August 31, 1993 and 1992 and the statements  of
loss  and deficit and of changes in financial position for each of the years
then  ended.  These  financial  statements are  the  responsibility  of  the
Corporation's  management. Our responsibility is to express  an  opinion  on
these financial statements based on our audits.

We  conducted  our  audits  in accordance with generally  accepted  auditing
standards.  Those  standards require that we plan and perform  an  audit  to
obtain  reasonable assurance whether the financial statements  are  free  of
material  misstatement.  An  audit includes  examining,  on  a  test  basis,
evidence supporting the amounts and disclosures in the financial statements.
An  audit  also  includes  assessing  the  accounting  principles  used  and
significant estimates made by management, as well as evaluating the  overall
financial statement presentation.

In  our  opinion, these financial statements present fairly, in all material
respects,  the financial position of the Corporation as at August  31,  1993
and  1992 and the results of its operations and the changes in its financial
position  for  each  of  the years then ended in accordance  with  generally
accepted accounting principles.




"Deloitte & Touche"
Chartered Accountants

Toronto, Ontario
September 16, 1993





























		    COMMENTS BY AUDITOR FOR U.S. READERS
                      ON CANADA-U.S. REPORTING CONFLICT

In  the United States, reporting standards for auditors require the addition
of  an  explanatory paragraph when the financial statements are affected  by
significant  uncertainties such as that referred to in the attached  balance
sheets  as  at August 31, 1993 and 1992 and as described in Note  1  to  the
financial  statements. Our report to the shareholders  dated  September  16,
1993  is expressed in accordance with Canadian reporting standards which  do
not  permit a reference to such an uncertainty in the auditor's report  when
the uncertainty is adequately disclosed in the financial statements.



"Deloitte & Touche"
Chartered Accountants
Toronto, Ontario September 16, 1993

Deloitte Touche Tohmatsu International


































		    CORNWALL TIN AND MINING CORPORATION
                          (A Delaware Corporation)
                               BALANCE SHEETS
                          August 31, 1993 and 1992
                              (in U.S. dollars)


				1993		1992

ASSETS

CURRENT				$168		$204
 Cash

ADVANCE TO RELATED COMPANY 	  -		$43,573
(Note 3)

LIABILITY

CURRENT
Accounts payable and 		$1,945		$23,525
accrued liabilities

CAPITAL DEFICIENCY
Share capital
 Authorized
4,000,000 common shares with
a par value of $0.01 each
Issued
2,710,800 common shares 		27,108		27,108
Contributed surplus		      3,039,388	       3,039,388
Deficit				     (3,068,273)      (3,046,244)

					1,777		20,252
					 $168	       $43,777


APPROVED BY THE BOARD
  "Jim Riley"        Director
  "W Deschamps"      Director


































		 CORNWALL TIN AND MINING CORPORATION
                        (A Delaware Corporation)
                     STATEMENTS OF LOSS AND DEFICIT
                  Years ended August 31, 1993 and 1992
                            (in U.S. dollars)


					1993		1992

EXPENSES

Administrative services 	       $18,114		-
(Note 3)
Net foreign
exchange loss			       $1,900		$853

Legal and audit 		       $1.895		$837
Franchise tax			       $100 		$97
Bank charges		   	       $20		-
Transfer agent			        -		$170

LOSS FOR THE YEAR		       $22,029		$1957

DEFICIT, BEGINNING OF YEAR	       3.046.244	3,044,287

DEFICIT, END OF YEAR		       $ 3,068,273	$3,046,244

LOSS PER SHARE			       $ 0.0081		$0.0007









































		     CORNWALL TIN AND MINING CORPORATION
                          (A Delaware Corporation)
                 STATEMENTS OF CHANGES IN FINANCIAL POSITION
                     Years ended August 31,1993 and 1992
                              (in U.S. dollars)


					1993		1992

NET INFLOW (OUTFLOW) OF CASH
RELATED TO THE FOLLOWING
ACTIVITIES:

OPERATING
Loss for the year			$(22,029)	$(1,957)
Change in non-cash operating
working capital item
Accounts payable and accrued		(21,580)	  (389)
liabilities
					(43,609)	(2,346)

FINANCING
Advance to related company		 43,573		 2,353

NET CASH (OUTFLOW) INFLOW		   (36)		     7

CASH, BEGINNING OF YEAR			   204		   197

CASH, END OF YEAR			  $168		  $204















































			CORNWALL TIN AND MINING CORPORATION
                            (A Delaware Corporation)
                        NOTES TO THE FINANCIAL STATEMENTS
                           August 31, 1993 and 1992
                                (in U.S. dollars)

1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION OF FINANCIAL STATEMENTS

The  Corporation was incorporated under the laws of the State  of  Delaware  on
November 1, 1968. The Corporation has ceased its former operations of  Mineral
Exploration.  Its charter was revived on June 2, 1992 for future  undertakings.
These  financial  statements  have been prepared on  the  basis  of  accounting
principles applicable to a going concern. Continuation of the business on  this
basis  is dependent upon the Corporation achieving future profitable operations
(see Note 3). There can be no assurance such operations will be successful.

2. SIGNIFICANT ACCOUNTING POLICY

The accompanying financial statements are prepared in accordance with
accounting principles generally accepted in Canada and conform in all  material
respects with accounting principles generally accepted in the United States.

Foreign currency translation

Monetary assets and liabilities are translated at the effective rate of exchange
at the year end.

Foreign currency transactions occurring during the year are translated at the
effective rate of exchange on the transaction date.

3. ADVANCE TO RELATED COMPANY

The  Corporation has advanced funds to Northquest Ventures Inc.  (formerly  The
Canadian  Games  Network  Inc.,  a  Canadian Company).  The  President  of  the
Corporation  is  also the President of Northquest Ventures Inc.  During  fiscal
1993,  Northquest  Ventures  Inc.  agreed to  assume  the  liabilities  of  the
Corporation  outstanding  as  at  August 31, 1992  in  exchange  for  an  equal
reduction  in its advance. The remaining balance of the advance was charged  to
operations in exchange for services provided by Northquest Ventures Inc. up  to
August 31, 1993.

4. INCOME TAXES

The Corporation has available net operating losses which may be carried forward
to be applied against future income for income tax purposes until at least the
year 2000.



                     CORNWALL TIN AND MINING CORPORATION
                          (A Delaware Corporation)
                      NOTES TO THE FINANCIAL STATEMENTS
                          August 31, 1993 and 1992
                              (in U.S. dollars)
SUBSEQUENT EVENTS
At  the  Annual  Meeting  of the Shareholders on  September  8,  1993,  the
shareholders approved a resolution by the board of directors to  acquire  H
Space  Technologies Inc. ("H Space"), subject to regulatory  approval.  The
acquisition would be facilitated by issuing 10,799,961 common shares of the
Corporation in exchange for 3,599,987 common shares of H Space,  being  all
the issued and outstanding shares of H Space. H Space Technologies Inc.  is
a corporation that has developed a unique "patent pending" technology which
facilitates  the design of and manufacture of animated point  of  sale  and
corporate identification display systems displacing aging neon signage.
Resolutions  were also approved: to change the name of the  Corporation  to
"Xzotec  Inc.," to increase the number of authorized common shares  of  the
Corporation  to 30,000,000; to split the issued and outstanding  shares  of
the Corporation on the basis of two common shares of the new Corporation in
exchange  for  one  common share previously issued  prior  to  closing  the
acquisition  of  H  Space;  and  to create a  stock  option  plan  for  the
Corporation's  senior  directors,  offices,  affiliates  as  well  as   key
employees and consultants to acquire shares at prices approved from time to
time  by the various regulatory bodies. Articles of Amendment have not been
filed  to effect these changes until the acquisition agreement with H Space
has been executed.