EXHIBIT 10.10(a)


                           FIRST AMENDMENT TO SUBLEASE


     THIS  FIRST  AMENDMENT,  dated  February 21, 2003, attached to and forms an
integral  part  of that certain Sublease (the "Sublease") dated July 18, 2002 by
and  between  Texaco, Inc. ("Sublessor") and Apollo gold, Inc. ("Sublessee") and
consented  to  by Bedford Property Investors, Inc. ("Landlord") for the Premises
in  the  Texaco  Building,  4601 DTC Boulevard, Denver, Colorado 80237, commonly
known  as Suite 750 containing approximately 4,953 rentable square feet shown on
Exhibit  C of the Sublease.  In the event of any conflict between the provisions
of  this  First  Amendment and the Sublease to which the Amendment attaches, the
terms  and  conditions  of  the  First  Amendment  will  prevail.

     Sublessee hereby subleases from Sublessor and Sublessor hereby subleases to
Sublessee  the  Premises  as described above in the aforementioned Sublease upon
the  same  terms, conditions and guarantees and subject to all provisions of the
Sublease  except  as  follows:

               1.   The Premises will be increased by 2,775 rentable square feet
                    so  the  entire  Premises  will now be 7,728 rentable square
                    feet.
               2.   The  monthly  rent  will increase $2,428.13 per month so the
                    new  rent  will  be $6,767.01 per month for the remainder of
                    the  lease  term.
               3.   "Sublessee's  Share"  of  operating  expense  increases will
                    increase  to  3.26%.
               4.   Sublessee  shall  be entitled to nine (9) additional parking
                    spaces.
               5.   Sublessee shall take the new premises in its current "as is"
                    condition.  Sublessee  will  be  responsible  for  all costs
                    required  to  prepare  the  new  premises  for  occupancy.
               6.   The new rental payment will commence when Sublessee occupies
                    the  new  premises  but  no  later  than  March  1,  2003.

     IN  WITNESS  WHEREOF,  the  parties hereto have caused this Amendment to be
     executed  as  of  the  date  set  forth  below:

               Sublessee:  Apollo  Gold,  Inc.

                           By:   David  K.  Young          /s/
                               ----------------------------------------

                           Title:   Vice  President
                                  -------------------------------------

                           Date:    2/21/2003
                                 --------------------------------------


               Sublessor:  Texaco,  Inc.

                           By:   Signature  illegible     /s/
                               ----------------------------------------

                           Title:   Site  Services  Manager
                                 --------------------------------------

                           Date:   2/21/03
                                 --------------------------------------


 Agreed & Contented to by
                Landlord:  Bedford  Property  Investors,  Inc.

                           By:   Signature  illegible     /s/
                               ----------------------------------------

                           Title:  COO
                                 --------------------------------------

                           Date:    3/5/03
                                 --------------------------------------


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