##### 



Exhibit 4.3a
 CONSULTING AGREEMENT
  BETWEEN:
 SOUTHWESTERN GOLD (BERMUDA) LIMITED th
  AND:
 RIDGE RESOURCES CORPORATION,
  WHEREAS:
 1.
    
    The Consultant is in the business of providing specialized mineral exploration consulting
services.2.
    
    The Company requires the services of a consultant and the Consultant represents that the
Consultant is qualified and desires to perform the services required by the Company as a
consultant to and not as an employee of the Company.
  1.
    
    ENGAGEMENT OF CONSULTANT
 1.1
    
    The Consultant hereby agrees to provide consulting services with respect to
those matters described in Schedule A when requested by the Company and additional
services that are requested by the Company from time-to-time and accepted by the
Consultant (the Services).1.2
    
    The Consultant will perform the Services in an efficient, competent, timely and
professional manner and provide the standard of care, skill, and diligence normally
provided by competent professionals in the performance of services similar to the
Services contemplated by this Agreement.1.3
    
    The Services shall be performed in their entirety outside Canada.1.4
    
    During the term of this Agreement, the Consultant will:
 1.4.1
    
    devote so much time and attention as is required to complete,
or cause the completion of, the Services on a timely basis;1.4.2
    
    perform the Services at such times, by such means and in such
a manner as are determined by the Company; and1.4.3
    
    provide Services from the Consultants primary business
location, as set forth in the preamble to this Agreement above, or, as required
and requested by the Company, at its offices or other locations specified by
the Company.




---



##### 



2.
    
    COMPENSATION AND EXPENSES
 2.1
    
    The Company will pay the Consultant for Services performed in accordance with
the terms of Schedule B. Such compensation will be the sole compensation for the
Consultant.2.2
    
    The Consultant will be responsible for all of its own general expenses arising
from the performance of its obligations under this Agreement. The Company will
reimburse the Consultant for all pre-authorized travel and other expenses, including
out-of-pocket expenses, actually and properly incurred by the Consultant in connection
with the provision of Services; provided that the Company, in its sole discretion,
agrees that such expenses were actually and properly incurred; and further provided
that the Consultant furnishes receipts to the Company in respect of such expenses.2.3
    
    Except as otherwise provided in herein, the Consultant will prepare and submit
monthly to the Company a detailed statement of fees and expenses, including any
applicable taxes. The statement will set forth the number of days the Consultant
performed Services and will be accompanied by evidence substantiating expenses
incurred. Subject to verification by the Company, payment of amounts due will be made
by the Company within thirty (30) days after receipt of such statements.2.4
    
    The Consultant shall maintain and have available, at the Consultants expense,
such facilities and equipment as is required by the Consultant to perform the Services.
 3.
    
    TERM
 3.1
    
    This Agreement will be for the term specified in Schedule C hereto.
 4.
    
    NATURE OF THE RELATIONSHIP
 4.1
    
    It is expressly agreed, represented and understood that the parties have
entered into an arms length independent contract for the rendering of the Services and
that the Consultant shall at all times be an independent contractor with control over
the manner and means of its performance of its obligations hereunder, and not an
employee, agent or servant of the Company. Neither this Agreement, nor any action of
the parties under this Agreement, will create or will be deemed to create a
partnership, joint venture, master/servant, employer/employee, principal/agent or any
relationship other than an independent contractor providing an independent service for
which the Company will be invoiced according to the terms and conditions of this
Agreement.4.2
    
    Neither the Consultant nor its employees, subcontractors or agents shall be
entitled, as a result of or pursuant to this Agreement, to rights or privileges
applicable to employees of the Company including, but not limited to, liability
insurance, group insurance, pension plans, holiday paid vacation and other benefit
plans which may be available from time to time between the Company and its employees.4.3
    
    The Consultant shall be responsible for providing, training and managing its
employees and shall take full responsibility for its employees, and without limiting
the generality of the foregoing, shall be responsible for (a) payment of all of its
employee training costs and (b) for payments to all proper authorities of all
remittances required by applicable law or regulation under applicable tax and other
laws, including payments for employment insurance premiums, pension contributions,
workers compensation premiums, contributions to any social insurance, medical
insurance, housing funds and all other similar payments and assessments arising as a
result of providing Services hereunder by the Consultant (collectively the
Remittances).4.4
    
    At the request of the Company, the Consultant agrees to provide the Company
with verification of payment by the Consultant of all Remittances due by the Consultant
during the prior calendar quarter as a result of compensation paid hereunder. If the
Company does not receive such verification of payment in a timely manner or is not
satisfied with such verification the Consultant authorizes the Company to deduct from
the compensation paid hereunder from time to time such sums as may be reasonably
required to pay for such Remittances.4.5
    
    The Consultant hereby represents and warrants that the Consultant is a
non-resident of Canada.
  2




---



##### 



5.
    
    REPORTING
 5.1
    
    The Consultant shall report to the Companys representative specified in
Schedule D hereto.
 6.
    
    NON-DISCLOSURE AND NON-COMPETE
 6.1
    
    The Consultant agrees to concurrently execute a confidentiality and non-compete
agreement (the Confidentiality Agreement) in the form attached as Schedule E
hereto.
 7.
    
    COMPLIANCE WITH LAWS
 7.1
    
    The Consultant will comply with all requirements of any applicable local law,
rule or regulation. The Consultant hereby represents and warrants that the Consultant
has, and hereby covenants to maintain in good standing, all licenses, work permits or
other authorizations required to enable the Consultant to perform Services under this
Agreement in the jurisdiction where the Services are to be performed.
 8.
    
    TERMINATION
 8.1
    
    In the event that the Consultant violates any of the material provisions of
this Agreement or fails in a material way to properly perform the Services then, at the
option of the Company, this Agreement will at once cease and terminate upon notice of
same to the Consultant by the Company.8.2
    
    Either party may terminate this Agreement for any reason upon thirty (30) days
written notice to the other party.8.3
    
    Under circumstances where this Agreement has been terminated pursuant to
Section 8.1 or Section 8.2 above, the parties shall be under no further obligation to
one another, other than:
 8.3.1
    
    the Company shall have the obligation to pay all amounts owed
to the Consultant with respect to: (a) such Services as have been performed by
the Consultant up to the date of the termination of this Agreement for which
the Company has not previously paid the Consultant, and (b) expenses actually
and properly incurred by the Consultant in connection with the provision of the
Services for which the Consultant has not been reimbursed by the Company
pursuant to Section 2.2 of this Agreement;8.3.2
    
    the obligations of the Consultant pursuant to the
Confidentiality Agreement shall continue in accordance with the terms thereof;
and8.3.3
    
    the Consultant will be responsible for preparing and
delivering to the Company a final report on the Services provided within 15
days of the date of termination.
 9.
    
    ASSIGNMENT AND SUBCONTRACTING
 9.1
    
    Neither party may assign this Agreement in whole or in part.9.2
    
    The Consultant may subcontract the provision of the Services or any obligation
of the Consultant under this Agreement. Subcontracting shall not derogate from the
liability of the Consultant to perform the Services or its obligations hereunder.
 10.
    
    NOTICES
 10.1
    
    Any notice required or permitted to be given under this Agreement will be in
writing and may be delivered personally or by telex or facsimile or by pre-paid
registered post
addressed to the parties at the above mentioned addresses or at such address of
which notice may be given by either of such parties. Any notice will be deemed to
have been received if personally delivered or delivered by telex or facsimile, on
the date of such delivery, and, if mailed as aforesaid, then on the fourth business
day after the day of mailing.
  3




---



##### 



11.
    
    ENTIRE AGREEMENT
 11.1
    
    This Agreement and the Confidentiality Agreement contain the entire agreement
between the parties hereto pertaining to the subject matter hereof and thereof, and
such agreements supersede and replace all previous written and oral agreements among
the parties hereto.
 12.
    
    AMENDMENTS AND WAIVER
 12.1
    
    This Agreement may only be amended by further written agreement executed and
delivered by the Consultant and the Company. Except as otherwise provided, no waiver
or consent by a party to any breach or default by the other party will be effective
unless evidenced in writing, executed and delivered by the party so waiving or
consenting and no waiver or consent effectively given as aforesaid will operate as a
waiver of or consent to any further or other breach or default in relation to the same
or any other provision of this Agreement.
 13.
    
    INTERPRETATION
 13.1
    
    This Agreement will be governed by and construed in accordance with the laws of
the Province of British Columbia, Canada. Notwithstanding the foregoing, it is agreed
that either party may commence an action in respect of the enforcement of rights
hereunder in any jurisdiction in which the other party resides, has assets, carries on
business or has an office.13.2
    
    All headings used in this Agreement are for convenience of reference only and
are not to be used in the aid of interpretation of this Agreement.13.3
    
    If any term, covenant or condition of this Agreement or the application thereof
to any party or circumstances is deemed to be invalid or unenforceable to any extent,
the remainder of this Agreement or the application of such term, covenant or condition
to a party or circumstances other than those to which it is held invalid or
unenforceable will not be affected thereby and each remaining term, covenant or
condition of this Agreement will be enforceable to the fullest extent permitted by law.
  Signed on behalf of SOUTHWESTERN GOLD
    
    
    )(BERMUDA) LIMITEDby:
    
    
    ))/s/ Alastair Macdonald

Authorized Signatory
    
    
    )
)Signed on behalf of RIDGE RESOURCES
CORPORATIONby:
    
    
    )))/s/ Stanley Myers

Authorized Signatory
    
    
    )
)
  4




---



##### 



THESE ARE SCHEDULES A TO D TO THE CONSULTING AGREEMENT BETWEEN
SOUTHWESTERN GOLD (BERMUDA) LIMITED AND RIDGE RESOURCES CORPORATION
 SCHEDULE A
   SCHEDULE B
  1.
    
    The Company will pay the Consultant each calendar month the sum of US$5,125 for each
calendar month that Services are provided, payable in accordance with the terms of the
Agreement. The Consultant will provide Services for a maximum 20 days per calendar month.2.
    
    The Consultant will be entitled to a housing allowance in the maximum amount of
US$24,000 per year.3.
    
    The Company will provide medical insurance coverage for the Consultant and his family.4.
    
    The Consultant shall have access and the right to the reasonable use of the Companys
automobiles and drivers.5.
    
    Commencing February 1, 2008, the Consultant and his immediate family members (spouse
and children) will, once per year, be entitled to reimbursement of expenses incurred in
such year relating to airfare travel from Peru to Idaho, United States.6.
    
    The Consultant will be entitled to an education allowance, which will consist of
reimbursement for amounts spent on the education of the Consultants child, to a maximum
amount of USD$ 7,000 per year.
 SCHEDULE C
  SCHEDULE D
   5




---



##### 



THIS IS SCHEDULE E TO THE CONSULTING AGREEMENT BETWEEN
SOUTHWESTERN GOLD (BERMUDA) LIMITED AND RIDGE RESOURCES CORPORATION
 CONFIDENTIALITY AND NON-COMPETE AGREEMENT
 st
 BETWEEN:
 SOUTHWESTERN GOLD (BERMUDA) LIMITED th
  AND:
 RIDGE RESOURCES CORPORATION,
  WHEREAS
 AND WHEREAS
 AND WHEREAS
 NOW
 1.
    
    Definitions
  a.
    
    Affiliate: one corporation is affiliated with another corporation where one
of them is the subsidiary of the other or both are subsidiaries of the same corporation
or each is controlled by the same corporation;b.
    
    Confidential Information means any and all data, records, reports,
compilations, drill hole logs, calculations, opinions, maps, charts, documents and
other information whatsoever written or oral and whether or not noted thereon to be
confidential provided to the Receiving Party by the Disclosing Party or its
Representatives and all summaries, extracts or copies therefrom and all notes,
memoranda, reports, studies or analyses based thereon;c.
    
    Consulting Agreement means the consulting agreement, dated as of the date of
this Agreement, between the Disclosing Party and the Receiving Party.d.
    
    Person will be interpreted broadly to include individuals, corporations,
associations, groups, partnerships and trusts;
  6




---



##### 



e.
    
    Representative means any director, officer, employee, or consultant of a
party to this Agreement or its Affiliates;f.
    
    Services shall have the meaning ascribed thereto in the Consulting Agreement
(defined below); andg.
    
    Term means that period of time specified in paragraph 9.
 2.
    
    Covenants of Receiving Party
  a.
    
    The Receiving Party agrees to, and to cause its Representatives to, receive,
protect and maintain the Confidential Information in the strictest confidence. The
Receiving Party agrees not to, and to cause its Representatives not to, disclose the
Confidential Information to any Person except pursuant to an agreement that was entered
into by the Receiving Party on terms and conditions that do not contravene, violate or
breach, and are not inconsistent with, the operative provisions of this Agreement;b.
    
    The Receiving Party acknowledges that the release, publication or dissemination
of the Confidential Information could be harmful to the Disclosing Party; andc.
    
    At the request of the Disclosing Party, all materials delivered to the
Receiving Party or its Representatives with respect to Confidential Information
hereunder and any copies thereof made by the Receiving Party or its Representatives
will forthwith be returned to the Disclosing Party and will at all times be deemed to
be owned by the Disclosing Party.
 3.
    
    Exceptions
  a.
    
    are part of the public domain at the time they are made known to the Receiving
Party;b.
    
    are made known to the Receiving Party without an obligation of confidentiality
by a third party who did not acquire knowledge of the details, either directly or
indirectly, under an obligation of confidentiality;c.
    
    after they are made known to the Receiving Party, become part of the public
domain through no fault, act or omission of the Receiving Party, its Representatives or
of any party to whom the Receiving Party has properly disclosed details of the
Confidential Information; ord.
    
    the Receiving Party can establish were in its possession prior to the date of
disclosure of such details by the Disclosing Party.
 4.
    
    Consent
  5.
    
    Acquisition and Services Within the Area of Interest
   7




---



##### 



6.
    
    Action to Prohibit Release of Confidential Information
  7.
    
    Remedies
  8.
    
    Reasonableness of Agreement
  9.
    
    Term
  10.
    
    Assignability
  11.
    
    No Interest
   8




---



##### 



12.
    
    Governing Law
  13.
    
    Severability
  14.
    
    Entire Agreement
  15.
    
    Execution in Counterparts
   Signed on behalf of SOUTHWESTERN GOLD
    
    
    )(BERMUDA) LIMITEDby:
    
    
    ))/s/ Alastair Macdonald

Authorized Signatory
    
    
    )
)Signed
on behalf of RIDGE RESOURCES
    
    
    )CORPORATIONby:
    
    
    ))/s/ Stanley Myers

Authorized Signatory
    
    
    )
)
  9