Filed by Automated Filing Services Inc. (604) 609-0244 - Nord Resources Corporation - Exhibit 4.3






AMENDMENT TO SUBORDINATION AGREEMENT

          This
  Agreement, dated as of May 31, 2006, is made by RONALD A. HIRSCH, a single
  man and resident of California, and STEPHEN D. SEYMOUR, a married man
  and resident of Maryland (collectively, the “Subordinated Creditor”),
  for the benefit of NEDBANK LIMITED, a limited liability company organized
  under the laws of the Republic of South Africa (the “Lender”).

          Subordinated
  Creditor executed that certain Subordination Agreement, dated November 8, 2005
  (the “Agreement”), for the benefit of the Lender with respect
  to certain indebtedness of Nord Resources Corporation, a Delaware corporation
  (the “Borrower”), owed by Borrower to Lender.

          The
  Borrower desires to increase its indebtedness to the Lender and the Lender requires,
  as a condition of such extension of such credit, that the Subordinated Creditor
  amend the terms of the Agreement to include such additional loan amounts.

          ACCORDINGLY,
  in consideration of the loans and other financial accommodations that have been
  made and may hereafter be made by the Lender for the benefit of the Borrower,
  and for other good and valuable consideration, the receipt and sufficiency of
  which are hereby acknowledged, the Subordinated Creditor hereby agrees as follows:

          1.
  The following definitions used in the Agreement are deleted in their entirety
  and replaced with the following:

          “Johnson
  Camp Mine” shall have the same definition ascribed to this term in
  the Deed of Trust, Assignment of Rents, and Security Agreement, dated November
  8, 2005, as amended by the First Amendment to Deed of Trust, Assignment of Rents,
  and Security Agreement, dated May 31, 2006.

          “Loan
  Agreement” shall mean the Amended and Restated Secured Promissory Note,
  dated May 31, 2006, by and between the Borrower and the Lender, as the same
  may hereafter be amended, supplemented or restated from time to time. 

          2.
  In the event of a conflict or inconsistency between any term of this Amendment
  and any term of the Agreement, the terms of this Amendment shall control and
  prevail.

          3.
  This Amendment: (a) may be amended only by a writing signed by each of the parties
  hereto; (b) may be executed in several counterparts, each of which is deemed
  an original but all of which constitute one and the same instrument; (c) together
  with the Agreement, contains the entire agreement of the parties with respect
  to the matters contemplated hereby and 




supersedes all prior written and oral agreements, and all
contemporaneous oral agreements, relating to such transactions; (d) is governed
by, and will be construed and enforced in accordance with, the laws of the State
of Arizona, without giving effect to any conflict of laws rules; and (e) is
binding upon, and will inure to the benefit of, the parties and their respective
heirs, successors and permitted assigns.

[SIGNATURES ON FOLLOWING PAGES]

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          IN
  WITNESS WHEREOF, the Subordinated Creditor has executed this Amendment as of
  the date and year first above-written.

	 	/s/
      Ronald A. Hirsch 
	 	Ronald A. Hirsch 
	 	  
	 	  
	 	/s/
      Stephen D. Seymour 
	 	Stephen D. Seymour 


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Acknowledgment by the Lender

The undersigned, being the Lender referred to in the foregoing
Amendment confirms its agreement to the terms set forth in the Agreement, as
amended by the Amendment.

	 	NEDBANK LIMITED
	 	 	  	 
	 	 	  	 
	 	 	  	 
	 	By:	/s/Terry
      Rust 	/s/Stuart Orton 
	 	Its:	Head of Forfaiting	Manager


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Acknowledgment by Borrower

          The
  undersigned, being the Borrower referred to in the foregoing Amendment, hereby
  (i) acknowledges receipt of a copy thereof, (ii) agrees to all of the terms
  and provisions thereof, (iii) agrees to and with the Lender that it shall make
  no payment on the Subordinated Indebtedness that the Subordinated Creditor would
  not be entitled to receive under the provisions of the Agreement, (iv) agrees
  that any such payment will constitute a default under the Lender Indebtedness,
  and (v) agrees to mark its books conspicuously to evidence the subordination
  of the Subordinated Indebtedness effected hereby.

	 	NORD RESOURCES CORPORATION 
	 	  	 
	 	  	 
	 	  	 
	 	By: 	/s/John
      T. Perry 
	 	Its: 	Sr. VP
      & CFO 


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EXHIBIT A

Attach copy of Subordinated Note with following legend

          THIS
  INSTRUMENT IS SUBJECT TO THE TERMS OF A SUBORDINATION AGREEMENT BY RONALD A.
  HIRSCH AND STEPHEN D. SEYMOUR IN FAVOR OF NEDBANK LIMITED DATED AS OF MAY __,
  2006.

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