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EXHIBIT 11.3

QUITCLAIM DEED AND ROYALTY AGREEMENT

THIS QUIT CLAIM DEED AND ROYALTY AGREEMENT (this Agreement)
is made effective as of the 17th day of April, 2006 between NEWMONT NORTH
AMERICA EXPLORATION LIMITED, a Delaware corporation, whose address is 1700
Lincoln Street, Denver, Colorado 80203 (hereinafter referred to as Grantor),
and EVOLVING GOLD CORPORATION, a Canadian corporation, whose address is Suite
1200, 1188 W. Georgia Street, Vancouver, BC V6E 4A2, Canada (hereinafter
referred to as Grantee).

WITNESSETH:

Grantor, for and in consideration of Ten Thousand Dollars
($10,000.00) paid by Grantee on execution and an additional Ten Thousand Dollars
($10,000) paid by Grantee on the first anniversary of the effective date, does
by these presents hereby remise, release and forever quitclaim unto Grantee, and
to its successors and assigns, forever, all right, title, estate and interest of
Grantor in and to all those certain unpatented mining claims described in
Exhibit A attached hereto and by this reference made a part hereof (hereinafter
referred to as  Property), subject to the following reservation and
Agreement.

I.                     
Grantor hereby reserves unto itself, its successors and assigns forever, and
Grantee agrees to pay to Grantor, a perpetual production royalty of two percent
(2%) of Net Smelter Returns from the sale or other disposition of all metals,
ores, minerals and mineral substances, or concentrates produced therefrom
(hereafter referred to as Minerals) produced and sold from the Property
(hereafter, the Production Royalty), determined in accordance with the
provisions set forth in this Section 1.

(a)           
Net Smelter Returns, in the case of gold, silver, and platinum group metals
(Precious Metals), shall be determined by multiplying (i) the gross number of
troy ounces of Precious Metals contained in the production from the Property
(Monthly Production) delivered to the smelter, refiner, processor, purchaser
or other recipient of such production, or an insurer as a result of casually to
such production (collectively, Payor) during the preceding calendar month, by
(ii) for gold, the average of the London Bullion Market, Afternoon Fix, spot
prices for the preceding calendar month (the Applicable Spot Price) and for
all other Precious Metals, the average of the New York Commodities Exchange
final spot prices for the preceding calendar month for the particular Minerals
for which the price is being determined, and subtracting from the product of (i)
and (ii) only the following if actually incurred:

(A)           
charges imposed by the Payor for refining bullion from dore or concentrates of
Precious Metals (Beneficiated Precious Metals) produced by Grantees final
mill or other final processing plant; however, charges imposed by the Payor for
smelting or refining of raw or crushed ore containing Precious Metals or other
preliminarily processed Precious Metals shall not be subtracted in determining
Net Smelter Returns;

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(B)           
penalty substance, assaying, and sampling charges imposed by the Payor for
refining Beneficiated Precious Metals contained in such production; and

(C)           
charges and costs, if any, for transportation and insurance of Beneficiated
Precious Metals from Grantees final mill or other final processing plant to
places where such Beneficiated Precious Metals are smelted, refined and/or sold
or otherwise disposed of.

In the event the refining of bullion
from the Beneficiated Precious Metals contained in such production is carried
out in custom toll facilities owned or controlled, in whole or in part, by
Grantee, which facilities were not constructed for the purpose of refining
Beneficiated Precious Metals or other Minerals from the Property, then charges,
costs and penalties for such refining shall mean the amount Grantee would have
incurred if such refining were carried out at facilities not owned or controlled
by Grantee then offering comparable services for comparable products on
prevailing terms, but in no event greater than actual costs incurred by Grantee
with respect to such refining.

In the event Grantee receives insurance
proceeds for loss of production, Grantee shall pay to Grantor the Production
Royally percentage of any such insurance proceeds which are received by Grantee
for such loss of production.

(b)           
Net Smelter Returns. in the case of all Minerals other than Precious Metals and
the beneficiated products thereof (Other Minerals), shall be determined by
multiplying (i) the gross amount of the particular Other Mineral contained in
the Monthly Production delivered to the Payor during the preceding calendar
month by (ii) the average of the New York Commodities Exchange final daily spot
prices for the preceding calendar month of the appropriate Other Mineral, and
subtracting from the product of (i) and (ii) only the following if actually
incurred;

(A)           
charges imposed by the Payor for smelting, refining or processing Other Minerals
contained in such production, but excluding any and all charges and costs
related to Grantees mills or other processing plants constructed for the
purpose of milling or processing Other Minerals, in whole or in part;

(B)           
penalty substance, assaying, and sampling charges imposed by the Payor for
smelting, refining, or processing Other Minerals contained in such production.
but excluding any and all charges and costs of or related to Grantees mills or
other processing plants constructed for the purpose of milling or processing
Other Minerals, in whole or in part; and

(C)           
charges and costs, if any, for transportation and insurance of Other Minerals
and the beneficiated products thereof from Grantees final mill or other final
processing plant to places where such Beneficiated Precious Metals are smelted,
refined and/or sold or otherwise disposed of.

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In the event smelting, refining, or
processing of Other Minerals are carried out in custom toll facilities owned or
controlled, in whole or in part, by Grantee, which facilities were not
constructed for the purpose of milling or processing Other Minerals, then
charges, costs and penalties for such smelting, refining or processing shall
mean the amount Grantee would have incurred if such smelting, refining or
processing were carried out at facilities not owned or controlled by Grantee
then offering comparable services for comparable products on prevailing terms,
but in no event greater than actual costs, incurred by Grantee with respect to
such smelting and refining.

In the event Grantee receives insurance
proceeds for loss of production, Grantee shall pay to Grantor the Production
Royalty percentage of any such insurance proceeds which are received by Grantee
for such loss of production.

(c)           
Production Royalty payments shall be made to Grantor as follows:

(i)           
Grantor may elect to receive its Production Royalty on Precious Metals from the
Properly in cash or in kind as refined bullion. The election may be
exercised once per year on a calendar year basis during the life of production
from the Property. Notice of election to receive the following years Production
Royalty for Precious Metals in cash or in kind shall be made in writing by
Grantor and delivered to Grantee on or before November 1 of each year. In the
event no written election is made, the Production Royalty for Precious Metals
will continue to be paid as it is then being paid. As of the date of this
Agreement, Grantor elects to receive its Production Royalty on Precious Metals
in cash. Royalties on Other Minerals shall not be payable in kind.

(A)           
If Grantor elects to receive its Production Royalty for Precious Metals in kind,
Grantor shall open a bullion storage account at each refinery or mint designated
by Grantee as a possible recipient of refined human in which Grantor owns an
interest. Grantor shall be solely responsible for all costs and liabilities
associated with maintenance of such account or accounts, and Grantee shall not
be required to bear any additional expense with respect to such in-kind
payments.

(B)           
Production Royalty will be paid by the deposit of refined bullion into Grantors
account on or before the 25th day of each calendar month following a calendar
month during which production and sale or other disposition occurred, Grantee
shall deliver written instructions to the mint or refinery, with a copy to
Grantor, directing the mint or refinery to deliver refined bullion due to
Grantor in respect of the Production Royalty, by crediting to Grantors account
the number of ounces of refined bullion for which Production Royalty is due;
provided, however, that the words other disposition as used in this Agreement
shall not include processing, milling, beneficiation or refining losses of
Precious Metals. The number of ounces of refined bullion to be credited will be
based upon Grantors share of the previous months production and sale or other
disposition as calculated pursuant to the commingling provisions of Section 1(f)
hereof.

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(C)           
Production Royalty payable in kind on silver or platinum group metals shall be
converted to the gold equivalent of such silver or platinum group metals by
using the average monthly spot prices for Precious Metals described in Section
1(a).

(D)           
Title to refined bullion delivered to Grantor under this Agreement shall pass to
Grantor at the time such bullion is credited to Grantors account at the mint or
refinery.

(E)           
Grantor agrees to hold harmless Grantee from any liability imposed as a result
of the election of Grantor to receive Production Royalty in kind and from any
losses incurred as a result of Grantors trading and hedging activities. Grantor
assumes all responsibility for any shortages which occur as a result of
Grantors anticipation of credits to its account in advance of an actual deposit
or credit to its account by a refiner or mint.

(F)           
When royalties are paid in kind, they will not reflect the costs deductible in
calculating Net Smelter Returns under this Agreement. Within 15 days of the
receipt of a statement showing charges incurred by Grantee for transportation,
smelting or other deductible costs, Grantor shall remit to Grantee full payment
for such charges. If Grantor does not pay such charges when due, Grantee shall
have the right, at its election, to deduct the gold equivalent of such charges
from the ounces of gold bullion to be credited to Grantor in the following
month.

(ii)           
If Grantor elects to receive its Production Royalty for Precious Metals in cash,
and as to Production Royalty payable on Other Minerals, payments shall be
payable on Dr before the twenty-fifth (25th) day of the month following the
calendar month in which the Minerals subject to the Production Royalty were
shipped to the Payor by Grantee. For purposes of calculating the cash amount due
to Grantor, Precious Metals and Other Minerals will be deemed to have been sold
or otherwise disposed of at the time refined production from Property is
delivered, made available, or credited to Grantee by a mint or refiner. The
price used for calculating the cash amount due for Production Royalty on
Precious Metals or Other Minerals shall be determined in accordance with Section
1(a) and (b) as applicable. Grantee shall make each Production Royalty payment
to be paid in cash by delivery of a check or draft payable to Grantor and
delivering the check to Grantor at its address listed above. Grantor hereby
waives and agrees to hold Grantee harmless against, and binds its successors and
assigns to waive and hold Grantee harmless against, any claim by any other party
to any Production Royalty paid by Grantee as herein provided.

(iii)           
All Production Royalty payments or credits shall be accompanied by a detailed
statement explaining the calculation thereof together with any available
settlement sheets from the Payor.

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(d)

(i)           
On or before the 25th day of the month, Grantee shall make an interim settlement
based on the information then available of such Production Royalty, either in
cash or in kind, whichever is applicable, by paying (A) not less than one
hundred percent (100%) of the anticipated final settlement of Precious Metals in
kind Production Royalty payments and (8) not less than ninety-five percent (95%)
of the anticipated final settlement of cash Production Royalty payments.

(ii)           
The parties recognize that a period of time exists between the production of
ore, the production of dore or concentrates from ore, the production of refined
or finished product from dare or concentrates, and the receipt of Payors
statements for refined or finished product. As a result, the payment of
Production Royalty will not coincide exactly with the actual amount of refined
or finished product produced from the Property for the previous month. Grantee
will provide final reconciliation promptly after settlement is reached with the
Payor for all lots sold or subject to other disposition in any particular
month.

(iii)           
In the event that Grantor has been underpaid for any provisional payment
(whether in cash or in kind), Grantee shall pay the difference in cash by check
and not in kind with such payment being made at the time of the final
reconciliation. If Grantor has been overpaid in the previous calendar quarter,
Grantor shall make a payment to Grantee of the difference by check.
Reconciliation payments shall be made on the same basis as used for the payment
in cash pursuant to Section 1(c)(ii).

(e)           
All profits and losses resulting from Grantees sales of Precious Metals or
Other Minerals, or Grantees engaging in any commodity futures trading, option
trading, or metals trading, or any combination thereof, and any other hedging
transactions including trading transactions designed to avoid losses and obtain
possible gains due to metal price fluctuations (collectively, hedging
transactions) are specifically excluded from Production Royalty calculations
pursuant to this Indenture. All hedging transactions by Grantee and all profits
or losses associated therewith, if any, shall be solely for Grantees
account.

The Production Royalty payable on
Precious Metals or Other Minerals subject to hedging transactions shall be
determined as follows:

(i)           
The amount of Production Royalty to be paid on all Precious Metals subject to
hedging transactions by Grantee shall be determined in the same manner as
provided in Section 1(a), with the understanding that the average monthly spot
price shall be for the calendar month preceding the calendar month during which
Precious Metals subject to hedging transactions are shipped by Grantee to the
Payor.

(ii)           
The amount of Production Royalty to be paid on all Other Minerals subject to
hedging transactions by Grantee shall be determined in the same

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manner as provided in Section 1(b),
with the understanding that the average monthly spot price shall be for the
calendar month preceding the calendar month during which Other Minerals subject
to hedging transactions are shipped to the Payor.

II.                      
Grantee may commingle ores from the Property with ores from other properties,
provided that Grantee first develops a written commingling plan based upon
commonly established industry practices. The plan shall identify (1) the process
and procedures for determining weight and grade data regarding ores removed from
the Property and the ores with which they are commingled; and (2) the manner in
which the weight and grade data shall be used to determine the NSRR attributable
to the Property. Grantor shall have the right to review the commingling plan and
recommend changes to the plan. Grantor shall have the prior right to inspect and
audit Grantees commingling process and procedures, commingling data, and
accounts showing the manner in which Grantors NSRR has been calculated. Grantee
shall maintain the data regarding commingling and NSRR calculations for a period
of five (5) years, and shall make such data available to Grantor upon
request.

III.                      
In the event Grantee intends to abandon the Property or a portion thereof, it
shall first give to Grantor sixty (60) days advance written notice of such
intention and in such written notice shall offer to convey the Property to
Grantor by deed. Provided, however, that if Grantees notice of abandonment is
delivered to Grantor after July 1st of any year, Grantee shall be obligated to
perform the annual assessment work or pay the annual maintenance fees required
to keep the unpatented claims comprising the Property in good standing for the
next assessment year. During the sixty (60) day period beginning on the date of
Grantors receipt of notice, Grantor shall have the right, but not the
obligation, to accept the offer of reconveyance. Grantor shall indicate its
acceptance by giving written notice thereof to Grantee. If Grantor exercises its
right to accept the reconveyance of the Property, Grantee shall forthwith
execute and deliver to Grantor a deed conveying to Grantor all of Grantees
right, title, estate and interest in the Property, with a warranty that the
Property is free and clear of any lien or encumbrance created by Grantee or
arising from Grantees activities on the Property. If Grantor fails to give
notice of its acceptance of the offer of reconveyance within the sixty (60) day
period described above, Grantee shall have no obligation to convey the Property
to Grantor. Together with Grantees notice of abandonment of the Property or a
portion thereof, Grantee shall furnish to Grantor a copy of all drilling logs,
sample and drill. hole locations maps, and other noninterpretive factual data
which Grantee has developed in connection with exploration and development of
the property to be abandoned, Grantee shall have no liability on account of any
such information received or acted on by Grantor or by any other party to whom
Grantor delivers such information.

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TO HAVE AND TO HOLD the same unto said Grantee, its successors
and assigns forever.

IN WITNESS WHEREOF, Grantor has caused this Quitclaim Deed and
Royalty Agreement to be executed.

NEWMONT NORTH AMERICA EXPLORATION LIMITED

By /s/ Thomas Mahoney

Name Thomas P. Mahoney

Title Vice President



Stamped and signed by Notary Public in the State of Colorado:
Vicki Engleman Kelley

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APPROVED AND AGREED TO by Grantee

Dated April 26, 2006



By /s/ Lawrence Dick

EVOLVING GOLD CORPORATION

Lawrence Dick, President



Stamped and signed by Notary Public in the Province of British
Columbia: Bruce Bragagnolo

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EXHIBIT A

PROPERTY

The following unpatented lode mining claims located in Grant
County, New Mexico:

BLM
    Claim Name
    Grant
    CountySerial
      Number
    and
      Number
    Book
    PageNMMC 171758
    MAL 1
    267
    817NMMC 171759
    MAL 2
    267
    818NMMC 171760
    MAL 3
    267
    819NMMC 171761
    MAL 4
    267
    820NMMC 171762
    MAL 5
    267
    821NMMC 171763
    MAL 6
    267
    822NMMC 171764
    MAL 7
    267
    823NMMC 171765
    MAL 8
    267
    824NMMC 171766
    MAL 9
    267
    825NMMC 171767
    MAL 10
    267
    826NMMC 171768
    MAL 11
    267
    827NMMC 171769
    MAL 12
    267
    828NMMC 171770
    MAL 13
    267
    829NMMC 171771
    MAL 14
    267
    830NMMC 171772
    MA.L15
    267
    831NMMC 171773
    MAL 16
    267
    832NMMC 171774
    MAL 17
    267
    833NMMC 171775
    MAL 18
    267
    834NMMC 171776
    MAL 19
    267
    835NMMC 171777
    MAL 20
    267
    836NMMC 171778
    MAL 21
    287
    837NMMC 171779
    MAL 22
    267
    838NMMC 171780
    MAL 23
    267
    839NMMC 171781
    MAL 24
    267
    840NMMC 171782
    MAL 25
    287
    841NMMC 171783
    MAL 26
    267
    842NMMC 171784
    MAL 27
    267
    843NMMC 171785
    MAL 28
    267
    844NMMC 171786
    MAL 29
    267
    845NMMC 171787
    MAL 30
    267
    846NMMC 171788
    MAL 31
    267
    847NMMC 171789
    MAL 32
    267
    848NMMC 171790
    MAL 33
    267
    849NMMC 171791
    MAL 34
    267
    850NMMC 171792
    MAL 35
    267
    851NMMC 171793
    MAL 36
    267
    852NMMC 171794
    MAL 37
    267
    853NMMC 171795
    MAL 38
    267
    854


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BLM
    Claim Name
    Grant
    CountySerial
      Number
    and
      Number
    Book
    PageNMMC 171796
    MAL 39
    267
    855NMMC 171797
    MAL 40
    267
    856NMMC 171798
    MAL 41
    267
    857NMMC 171799
    MAL 42
    267
    858NMMC 171800
    MAL 43
    267
    859NMMC 171801
    MAL 44
    267
    860NMMC 171802
    MAL 45
    267
    861NMMC 171803
    MAL 46
    267
    862NMMC 171804
    MAL 47
    267
    863NMMC 171805
    MAL 48
    267
    864NMMC 171806
    MAL 49
    287
    865NMMC 171807
    MAL 50
    267
    866NMMC 171808
    MAL 51
    287
    867NMMC 171809
    MAL 52
    267
    868NMMC 171810
    MAL 53
    267
    869NMMC 171811
    MAL 54
    267
    870NMMC 171812
    MAL 55
    267
    871NMMC 171813
    MAL 56
    267
    872NMMC 171814
    MAL 57
    267
    873NMMC 171815
    MAL 58
    267
    874NMMC 171816
    MAL 59
    267
    875NMMC 171817
    MAL 60
    267
    876NMMC 171818
    MAL 61
    267
    877NMMC 171819
    MAL 62
    267
    878NMMC 171820
    MAL 63
    267
    879NMMC 171821
    MAL 64
    267
    880NMMC 171822
    MAL 65
    267
    881NMMC 171823
    MAL 66
    267
    882NMMC 171824
    MAL 67
    267
    883NMMC 171825
    MAL 68
    267
    884NMMC 171826
    MAL 69
    267
    885NMMC 171827
    MAL 70
    267
    886NMMC 171828
    MAL 71
    267
    887NMMC 171829
    MAL 72
    267
    888NMMC 171830
    MAL 73
    267
    889NMMC 171831
    MAL 74
    267
    890NMMC 171832
    MAL 75
    267
    891NMMC 171833
    MAL 76
    267
    892NMMC 171834
    MAL 77
    267
    893NMMC 171835
    MAL 78
    267
    894NMMC 171836
    MAL 79
    267
    895NMMC 171837
    MAL 80
    267
    896


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