Exhibit 4.3

THE  DISTRIBUTION  OF  THIS  DEBENTURE BY THE COMPANY HAS BEEN MADE ON A PRIVATE
PLACEMENT  BASIS.  ACCORDINGLY,  ANY  RESALE  OF  THIS DEBENTURE MUST BE MADE IN
ACCORDANCE WITH AN EXEMPTION FROM THE PROSPECTUS OR REGISTRATION REQUIREMENTS OF
APPLICABLE SECURITIES LAWS, WHICH VARY DEPENDING ON THE HOLDER'S JURISDICTION OF
RESIDENCE.  UNLESS  PERMITTED  UNDER  SECURITIES LEGISLATION, THE HOLDER OF THIS
DEBENTURE  SHALL NOT TRADE THE SECURITIES BEFORE THE EXPIRATION OF TWELVE MONTHS
FROM  THE  DATE  HEREOF.  HOLDERS  ARE ADVISED TO SEEK LEGAL ADVICE PRIOR TO ANY
RESALE  OF  THIS  DEBENTURE.

THIS  DEBENTURE  MAY  NOT  BE  TRANSFERRED, OFFERED, SOLD, ASSIGNED OR OTHERWISE
DISPOSED OF EXCEPT (A) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE
UNITED  STATES  SECURITIES  ACT  OF  1933  (THE  "ACT") AND ANY APPLICABLE STATE
SECURITIES  AND  "BLUE  SKY"  LAWS  OR  (B)  IN  A  TRANSACTION  EXEMPT FROM THE
REGISTRATION PROVISIONS OF SECTION 5 OF THE ACT AND THE RULES AND REGULATIONS IN
EFFECT  THEREUNDER  AND  ANY  SIMILAR REGISTRATION REQUIREMENTS UNDER SUCH STATE
SECURITIES  OR  "BLUE  SKY"  LAWS.

                          CONVERTIBLE SECURED DEBENTURE
US$
   --------

          INTERNATIONAL  PURSUIT  CORPORATION, a corporation organized under the
laws of the Province of Ontario, Canada (the "Company"), the principal office of
which  is  located  at  175  Bloor  Street East North Tower, Suite 710, Toronto,
Ontario  M4W,  3R8,  for  value  received  hereby  promises  to  pay to , or its
registered assigns, without interest, the sum of UNITED STATES DOLLARS (US$), at
any time from and after July 31, 2002 upon demand (the "Maturity Date"). Payment
for  all  amounts due hereunder shall be made by wire transfer to the registered
address  of  the  Holder.  The  Company  shall  pay to the Holder, when due, all
principal  and  other  sums  due  under  this Debenture, if any, in money of the
United  States  of  America  that  is,  at the time of payment, legal tender for
payment  of  public  and  private debts. This Convertible Secured Debenture (the
"Debenture")  is  one  of  the  debentures (the "Debentures") issued pursuant to
those  certain  Debenture  Purchase Agreements entered into by the Holder hereof
(as  well  as  certain  other  holders  of  Debentures)  with  the  Company. All
capitalized  terms  used  herein and not otherwise defined herein shall have the
respective  meanings given to them in the Security Agreement (as defined below).

          1.   Definitions.  As  used  in  this  Debenture, the following terms,
               -----------
unless  the  context  otherwise  requires,  have  the  following  meanings:

          (i)  "Apollo"  means  Apollo  Gold  Corporation.

          (ii) "Company"  includes  any  corporation  which  shall succeed to or
     assume  the  obligations  of  the  Company under this Debenture by business
     combination  or  permitted  transfers.


<PAGE>
          (iii)  "Heads  of  Agreement" means the Heads of Agreement dated as of
     March  8,  2002 between the Company, Nevoro and BMO Nesbitt Burns Inc. (iv)
     "Holder"  when the context refers to a holder of this Debenture, shall mean
     any  person  who  shall  at  the  time  be  the  registered  holder of this
     Debenture.

          (v)  "Nevoro"  means  Nevoro  Gold  Corporation.

          (vi) "Plan  of  Arrangement Transaction" shall mean the court approved
     reorganization  of  the  Company  contemplated  in  the Heads of Agreement.

          2.   Events of Default. If any of the events specified in this Section
               ------------------
2  shall  occur  (herein individually referred to as an "Event of Default"), the
Holder  of  the  Debenture  may,  so  long as such condition exists, declare all
principal  immediately  due  and  payable,  by notice in writing to the Company:

          (i)  default  by  the Company in the payment of the principal when due
     and  payable;

          (ii) the  Company,  Nevoro  or  Apollo  or  any  of  their  respective
     subsidiaries,  pursuant  to  or  within  the meaning of any Bankruptcy Law:

               (A)  commences  a  voluntary  case  or  proceeding,

               (B)  consents  to  the entry of an order for relief against it in
                    an  involuntary  case  or  proceeding,

               (C)  consents  to the appointment of a Custodian of it or for all
                    or  substantially  all  of  its  property,  or

               (D)  makes a general assignment for the benefit of its creditors;

          (iii)  a  court  of  competent  jurisdiction enters an order or decree
     under  any  Bankruptcy  Law:

               (A)  for  relief  against the Company, Nevoro or Apollo or any of
                    their  subsidiaries  in  an  involuntary case or proceeding,

               (B)  appointing  a Custodian of the Company, Nevoro or Apollo for
                    all  or  substantially  all  of  its  property,  or

               (C)  ordering  the  liquidation of the Company, Nevoro or Apollo.

and  the  order  or  decree remains unstayed and in effect for 90 days (the term
"Bankruptcy  Law"  means Title 11 U.S. Code or any similar U.S. Federal or State
law,  the  Bankruptcy  and  Insolvency  Act  (Canada),  the Companies' Creditors
Arrangement  Act  (Canada), the Winding Up and Restructuring Act (Canada) or any
similar  non-U.S.  or  non-Canadian  national,  provincial  or local law for the
relief  of  debtors  and  the  term  "Custodian"  means  any  receiver, trustee,
liquidator  or  similar  official  under  any  Bankruptcy  Law);


                                      -2-
<PAGE>
          (iv) the winding up, for any reason, of the Company, Nevoro or Apollo;

          (v)  the  waiver, amendment or non-fulfillment of any provision of the
     Heads  of  Agreement or the Escrow Agreement by any of the parties thereto;

          (vi) the  sale  or disposition by the Company, Nevoro or Apollo of any
     or  all  of  their  assets;

          (vii) the incurring of any indebtedness by the Company (other than (i)
     the indebtedness incurred pursuant to this Debenture, or (ii) the loan from
     the  Company  to  fund  the purchase of all of the shares of Apollo) or the
     making  of  any  investments  by  the  Company  (other than (i) the loan to
     Nevoro,  or  (ii)  the  purchase  of  all  of  the  shares  of  Apollo);

          (viii)  if  any security interests, mortgages, liens, claims, charges,
     licenses,  leases,  infringements  by  third parties, encumbrances or other
     adverse  claims  or  interests (collectively, "Encumbrances") affecting the
     assets  of any of the Company, Novoro or Apollo becomes enforceable against
     such  assets;  or

          (ix) breach  by  the  Company  of its covenant in the last sentence of
     Section  3.1  hereof.

          The Company acknowledges and agrees that all payments due and remedies
available  upon  an  Event  of  Default  are  reasonable  and  not  a  penalty.

          3.   Conversion;  Prepayment.
               -----------------------

          3.1  Mandatory  Conversion.  Upon  (i)  the  consummation of a Plan of
               ---------------------
Arrangement  Transaction or (ii) at any time at the option of the Holder hereof,
the entire principal amount of this Debenture shall be converted into (a) shares
of  Common Stock of the Company and (b) warrants (in a customary form, including
anti-dilution  protection,  satisfactory  to the Holder) entitling the Holder to
purchase  shares  of  Common  Stock  of the Company at a price of  U.S.$1.60 per
share  for  a  period  of  two  years (the "Warrants").  The number of shares of
Common  Stock  into  which  this  Debenture  shall be converted (the "Conversion
Shares")  shall  be  the quotient obtained by dividing the aggregate outstanding
principal  amount  of  this Debenture by U.S.$0.80. The number of Warrants which
the  Holder  shall  receive  in  addition  to the Conversion Shares shall be the
quotient  obtained by dividing the aggregate principal amount of this  Debenture
by  U.S.$3.20.  The Company covenants with the Holder that it will not issue any
securities  until  the  completion of the Plan of Arrangement Transaction (other
than  in  connection  with  the  consummation  of  the  Plan  of  Arrangement
Transaction).

          3.2  Conversion  Procedure. If this Debenture is converted pursuant to
               ---------------------
Section  3.1,  written notice shall be delivered by the Company to the Holder of
this  Debenture  at the address last shown on the records of the Company for the
Holder  or  given  by  the  Holder  to  the  Company  for the purpose of notice,
notifying the Holder of the conversion to be effected,


                                      -3-
<PAGE>
specifying  the  conversion  price,  the principal amount of the Debenture to be
converted,  the  date  on which such conversion will occur and calling upon such
Holder  to  surrender to the Company, in the manner and at the place designated,
this  Debenture.

          3.3  Delivery  of  Stock  Certificates.  After  the conversion of this
               ---------------------------------
Debenture  in  conformity  with  the  provisions  of this Section 3 and upon the
surrender  of  this  Debenture  at  the office of the Company, the Company shall
issue  and  deliver  to the Holder of this Debenture within five business days a
certificate  or  certificates  for  the  number  of  full shares of common stock
issuable  upon  such  conversion.

          3.4  Mechanics  and  Effect  of  Conversion.  No  fractional shares of
               --------------------------------------
Common  Stock  shall be issued upon conversion of this Debenture. In lieu of the
Company  issuing any fractional shares to the Holder upon the conversion of this
Debenture,  the  Company  shall  pay  to  the  Holder  the amount of outstanding
principal  that is not so converted. Upon delivery of the shares of Common Stock
and  the  cash in lieu of fractional shares due as a result of the conversion of
this  Debenture,  the Company shall be forever released from all its obligations
and  liabilities  under  this  Debenture.

          3.5  Security.  The  full  amount  of  the Debentures are secured by a
               --------
general  security  interest  under  a  General Security Agreement (the "Security
Agreement"),  dated  as of March 21, 2002, between the Company and the Debenture
holders from time to time signatory thereto, with such security interest granted
for  the  ratable  benefit of the holders of the Debentures. Reference is hereby
made  to the Security Agreement for a statement of the rights and obligations of
the  holder  of,  and the nature and extent of the security for, this Debenture.
The Company shall not, directly or indirectly create, permit or suffer to exist,
and  shall  defend  the  Collateral  against  and take such further action as is
necessary  to  remove  any Liens (excluding Permitted Encumbrances) on or in the
Collateral,  or  in  any  portion  thereof,  except as permitted pursuant to the
Security  Agreement.

          3.6  Payment  Upon Maturity. If this Debenture is not converted but is
               ----------------------
paid  at  the  Maturity  Date,  any such payment of the principal amount of this
Debenture  shall  be  accompanied  by  payment  of an amount equal to 10% of the
outstanding  principal  amount  of  this  Debenture.

          4.   Successors.  Subject to the restrictions on transfer described in
               ----------
Section6 below, the rights and obligations of the Company and the Holder of this
Debenture  shall  be binding upon and benefit the permitted successors, assigns,
heirs,  administrators  and  transferees  of  the  parties.

          5.   Waiver  and  Amendment.  Any  provision  of this Debenture may be
               ----------------------
amended,  waived  or  modified  upon  the written consent of the Company and the
Holder.

          6.   Transfer  of  This  Debenture.  This  Debenture  is  transferable
               -----------------------------
without the prior written consent of the Company.

          7.   Treatment  of  Debenture.  To  the  extent  permitted by Canadian
               ------------------------
generally  accepted  accounting principles, the Company shall treat, account and
report  the  Debenture  as  debt and not equity for accounting purposes and with


                                      -4-
<PAGE>
respect  to  any  returns  filed  with  federal,  provincial, state or local tax
authorities.

          8.   Notices,  etc.  All  notices and other communications required or
               -------------
permitted  hereunder  shall be in writing and shall be delivered personally if a
receipt  is  obtained,  by  facsimile  or  by  overnight delivery service with a
service  that  customarily  obtains a receipt for delivery, addressed: (i) if to
the  Holder,  at such address as the Holder shall have furnished to the Company;
or  (ii)  if  to the Company, at its address set forth above to the attention of
the  chief financial officer, or at such other address as the Company shall have
furnished  to  each  such  holder  in  writing.

          9.   No  Stockholder Rights. Nothing contained in this Debenture shall
               ----------------------
be construed as conferring upon the Holder or any other person the right to vote
or  to  consent  or to receive notice as a stockholder in respect of meetings of
stockholders  for  the election of directors of the Company or any other matters
or  any  rights  whatsoever as a stockholder of the Company; and no dividends or
interest  shall  be  payable  or  accrued  in  respect  of this Debenture or the
interest represented hereby or the Conversion Shares obtainable hereunder until,
and  only  to  the  extent  that,  this  Debenture  shall  have  been converted.

          10.  Optional  Redemption.  This  Debenture shall be redeemable at the
               --------------------
option  of  the Holder hereof for the full principal amount at any time from and
after  July  31,  2002.

          11.  Waiver  of Presentment. The Company waives presentment and demand
               ----------------------
for  payment,  notice  of  dishonor,  protest  and  notice  of  protest  of this
Debenture.

          12.  Interest Act. To the extent that the amount payable upon maturity
               -------------
pursuant  to  Section  3.6  constitutes  interest,  for  purposes  of disclosure
pursuant  to  the  Interest  Act  (Canada),  such  amount  is  equivalent to 10%
multiplied  by  the number of days between the date hereof and the Maturity Date
and  divided  by  365  days.

          13.  Judgment  Currency.
               ------------------

               (a)  If,  for  the  purpose  of  enforcing  judgment  against the
     Company  in  any court in any jurisdiction, it becomes necessary to convert
     into  any  other  currency  (such  other currency being hereinafter in this
     Section  13  referred  to  as "Judgment Currency") an amount due under this
     Convertible  Secured  Debenture in any currency (the "Obligation Currency")
     other  than the Judgment Currency, the conversion shall be made at the rate
     of  exchange  prevailing  on the business day immediately preceding (i) the
     date  of actual payment of the amount due, in the case of any proceeding in
     the  courts  of  the  Province  of  Ontario  or  in the courts of any other
     jurisdiction  that  will  give effect to such conversion being made on such
     date,  or  (ii) the date on which the judgment is given, in the case of any
     proceeding  in the courts of any other jurisdiction (the applicable date as
     of  which  such  conversion  being  made  pursuant to this Section 13 being
     hereinafter  in  this  Section  13  referred to as the "Judgment Conversion
     Date").

               (b)  If  in  the  case  of  any  proceeding  in  the court of any
     jurisdiction  referred  to  in Section 13, there is a change in the rate of
     exchange  prevailing  between  the Judgment Conversion Date and the date of
     actual  receipt  of  the  amount  due  in


                                      -5-
<PAGE>
     immediately  available  funds, the Company shall pay such additional amount
     (if  any,  but  in  any  event  not a lesser amount) as may be necessary to
     ensure  that  the  amount  actually received in the Judgment Currency, when
     converted  at  the rate of exchange prevailing on the date of payment, will
     produce  the  amount  of  the  Obligation  Currency  which  could have been
     purchased  with  the  amount  of  the  Judgment  Currency stipulated in the
     judgment  or  judicial  order  at  the  rate  of exchange prevailing on the
     Judgment  Conversion  Date.

Any  amount  due  from  the  Company  under this Section 12(b) shall be due as a
separate debt and shall not be affected by judgment being obtained for any other
amounts  due  under  or  in  respect  of  this  Convertible  Secured  Debenture.

               (c)  The  term  "rate  of  exchange" in this Section 12 means the
     rate  of exchange the Holder hereof would, on the relevant date at or about
     12:00  noon  (Toronto  time),  be  prepared  to sell Canadian Dollars or US
     Dollars,  as  the  case  may  be,  against  the  Judgment  Currency,

          14.  Governing  Law.  This Agreement shall be governed in all respects
               --------------
by  the laws of the State of New York applicable to contracts executed and to be
performed  entirely within such state. Each of the parties agrees that any legal
action or proceeding with respect to this Debenture may be brought in the Courts
of  the  State  of New York or the United States District Court for the Southern
District  of  New  York  and,  by execution and delivery of this Debenture, each
party  hereby  irrevocably  submits itself in respect of its property, generally
and unconditionally to the non-exclusive jurisdiction of the aforesaid courts in
any  legal  action  or  proceeding  arising  out  of this Debenture. Each of the
parties  hereby  irrevocably  waives any objection which it may now or hereafter
have  to  the  laying  of  venue  of any of the aforesaid actions or proceedings
arising  out  of  or  in  connection  with  this Debenture brought in the courts
referred  to  in  the  preceding  sentence. Each party consents to process being
served  in any such action or proceeding by the mailing of a copy thereof to the
address  set  forth  above  and  agrees  that  such  service  upon receipt shall
constitute  good and sufficient service of process or notice thereof. Nothing in
this  Section  11  shall  affect  or eliminate any right to serve process in any
other  matter  permitted  by  law.

          15.  Headings;  References.  All  headings  used  herein  are used for
               --------
convenience  only and shall not be used to construe or interpret this Debenture.
Except  where  otherwise  indicated,  all references herein to Sections refer to
Sections  hereof.

          IN  WITNESS  WHEREOF, the Company has duly caused this Debenture to be
signed by its duly authorized officer and to be dated as of the date first above
written.


                                              INTERNATIONAL PURSUIT CORPORATION

                                              By: /s/ Ross W. Francis
                                                 -------------------------------
                                                 Name:  Ross W. Francis
                                                 Title: Director


                                      -6-
<PAGE>