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EXHIBIT 5.3

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August 15, 2002 

Mr. David P. Hall Chairman, President and Chief Executive Officer **Aurizon Mines Ldt.**Suite 900, 510 Burrard St. Vancouver, BC V6C 3A8 
Re: Perron Property, Quebec 

Dear Sir: 

Pursuant to a letter agreement dated April 5,2001 (the "Agreement"), a copy of which is attached hereto as Annex 1, RichmontMines Inc. ("Richmont") purchased all of the interests of Aurizon Mines Ltd. ("Aurizon")in the Beaufor Mine and the Perron Property as defined therein. 

We have agreed that certain claims identifiedin Annex 2 hereto (the "Claims") were inadvertently omitted from the formaldefinition of the "Perron Property" in the Agreement. Therefore the partiesagree that the Agreement shall be amended, with effect retroactive to itsexecution, to include the Claims in the definition of the Perron Property. As aresult, the Claims shall be treated in all respects as though they had beenpurchased by Richmont under the Agreement as of the April 20, 2001 EffectiveDate of Closing, and this at no additional cost and subject to the samerepresentations, terms and conditions attaching to the transfer thereunder ofthe Perron Property. 

The parties agree that all conditionsnecessary to the closing of the transfer of the Claims under the Agreement havebeen met of waived, and they agree to execute and file the formal transferdocuments as soon as possible. 

Save as identified in this letter, the Agreement remains inforce unamended in accordance with its terms. 

If the meets with your approval, please signand return the attached copy of this letter to the attention of the undersigned,whereupon this shall be a binding agreement between Richmont and Aurizon underthe laws of Quebec. 

Yours very truly, 
**RICHMONT MINES INC.**
Per: (signed)             August 15, 2002         Jean-Guy Rivard, President andChief Executive Officer 
**ACKNOWLEDGED AND AGREED this ___21______day of ____August_____, 2002 
**AURIZON MINES LTD.**
Per: (signed)                                                       David P. Hall, Chairman,President and Chief Executive Officer 

**ANNEX 1 

LETTER AGREEMENT (ATTACHED)**

April 5, 2001 

Mr. David P. Hall Chairman, President and Chief Executive Officer **Aurizon Mines Ltd.**Suite 830, Marine Building 355 Burrard Street Vancouver, BC V6C 2G8 

**Re: Beaufor Mine and PerronProperty, Quebec**
Dear Sir: 

Richmont Mines Inc. (the "Purchaser") herebyoffers to purchase all of the interests of Aurizon Mines Ltd. (the "Vendor") inthe Beaufor Mine and the Perron Property (collectively, the "Properties")subject to the following terms and conditions: 

1.In consideration for allof the Vendor's right, title and interest in and to the mineral rights,equipment, buildings and other assets comprising the Properties as defined inSchedule "A" hereto, the Purchaser will pay: 
a)the sum of CAN$1,650,000in cash, without any deduction or adjustment, to the Vendor on the Closing Date(as hereinafter defined); and 
b)a royalty to the Vendor(the "Royalty") based on the number of ounces of gold produced from the BeauforMine and dependent on the price of gold, as set out in Schedule "B" hereto.
2.On the Closing Date andupon payment of CAN$1,650,000 as set out in paragraph 1(a) above, the Purchaserwill acquire and the Vendor will transfer to the Purchaser all of its rights inthe Properties. 
3.The Vendor covenants,warrants and represents to the Purchaser that: 
(a)the Properties are properly staked where necessary, recorded and in goodstanding with all regulatory authorities and all necessary licenses, permits,rights of way and of access have been obtained and are in good standing; 

(b) the Propertiesare not subject to any lien, hypotheque, right or other encumbrance other thanas described in Schedule "A", and shall so remain until the Closing Date; 

(c) the Propertiesare not subject to any legal proceedings or governmental investigations, and theVendor is unaware of any fact or circumstance (including 

without limitation,any aboriginal claim or environmental circumstance) which could materiallyeffect the value of the Properties or the Vendor's ability to complete the saleof its interest in the Properties hereunder; 

(d)the Vendor is, and will remain until the Closing Date, the recorded andbeneficial owner of an undivided 50% right, title and interest in and to theBeaufor Mine free and clear of any lien, hypotheque, right or other encumbrance,other than those described in Schedule "A", and has the right to receive 100% ofits 50% interest in the proceeds from the sale of minerals, metals, ores orconcentrates produced from the Beaufor Mine; 

(e)the Vendor is, and will remain until the Closing Date, the recorded andbeneficial owner of an undivided 100% right, title and interest in and to thePerron Property free and clear of any lien, hypotheque, right or otherencumbrance, and has the right to receive 100% of the proceeds from the sale ofminerals, metals, ores or concentrates produced from the Perron Property; 

(f)as a party to the Joint Operating Agreement on the Beaufor Mine with LouvemMines Inc. (the "JV Partner") dated February 1 1989 (the "Operating Agreement"),the Vendor shall remain responsible for its share of all costs and reclamationrelated to the operation of the Beaufor Mine prior to the Closing Dateincluding, without limitation, all costs, expenses, moneys, obligations andliabilities of whatever kind or nature (including those for capital equipmentand working capital), expended or incurred directly or indirectly under theterms of the Operating Agreement for the necessary and proper conduct ofoperations on the Beaufor Mine; 

(g)as Operator of the Beaufor Mine under the Operating Agreement, the Vendor hasconducted and will conduct all operations in accordance with the terms of theOperating Agreement and the standards of the mining industry generally; 

(h)the Vendor shall remain responsible for and fulfil its obligations as Operatorof the Beaufor Mine under the Operating Agreement for the period up to theClosing Date, including without limitation preserving all rights, permits andlicenses maintaining all operations and facilities, and maintaining insurance,it being understood nonetheless that no material changes shall be implementedwithout the prior agreement of the Purchaser; and 

(i) the Vendor hasthe right to enter into this transaction and that entering into this transactiondoes not conflict with any applicable laws or with its charter documents. 

4. The Purchaserwarrants and represents to the Vendor that: 

(a) it has the rightto enter into this transaction and that entering into this transaction does notconflict with any applicable laws or with its charter documents; and 

(b) it will maintaintrue and correct books, accounts and records with respect to the calculation ofthe Royalty. 

5. This agreement is subject to: 

(a) obtainingnecessary regulatory approval; 

(b) The Vendorobtaining written approval of its debentureholders; 

(c) the waiver bythe JV Partner of its rights of first refusal under the Operating Agreement,which the Purchaser undertakes to use its best efforts to obtain; and 

(d) a due diligencereview, to the Purchaser's entire and unfettered satisfaction, to be completedprior to the Closing Date, including without limitation adequate assurances thatthe mine on the Beaufor Mine can be reopened upon doing the work contemplated inthe report by Golder Associates Limited,****
it being understood and agreed thatthe parties shall cooperate fully in expediting each of the foregoing. 

6.As of and following the Closing Date, the Vendor shall cease to be the Operatorunder the Operating Agreement and shall have no further or other rightwhatsoever in the Properties or the conduct of operations thereon. For greaterclarity and without limiting the foregoing, the Vendor acknowledges that thereshall be no continuing or other obligation regarding the employment of anyperson. 

7. This transactionof purchase and sale shall close on or before April 30, 2001 (the "ClosingDate"). 

8.The parties agree that they will endeavour to prepare a more formal agreementcontaining the terms set out herein, together with such other provisions oragreements as the parties and their respective counsel deem appropriate, forexecution on the Closing Date. The parties agree that in the event that nofurther agreement is prepared, this document shall be deemed binding andconclusive for all representations, obligations and transactions contemplatedherein. 

9.Prior to the Closing Date, the Vendor will not sell, assign, encumber orotherwise dispose of its interest in the Property or any portion thereof, orengage in any such negotiations, without the prior written approval of thePurchaser. In the event of a breach of this undertaking, the Vendor agrees topay to the purchaser CAN$500,000 in liquidated damages. 

10.This agreement shall remain confidential until disclosure is required bycompetent regulatory authority, whereupon the parties shall agree to the formand content of such disclosure. 

11. The partiesagree that no finders or other such fees shall be due or payable to any thirdparty. 

12. This agreementshall be governed by and construed in accordance with the laws of the 

Province of Quebec. 

If this offer meets with your approval, pleasesign and return the attached copy of this letter to the attention of theundersigned, whereupon this shall be a binding agreement between the parties.This offer is open for acceptance until 6 p.m. Montreal time on April 6, 2001whereafter it shall be null and void. 

Yours very truly, 
**RICHMONT MINES INC.**
Per: (signed) April - 5 - 2001                Jean-Guy Rivard, President andChief Executive Officer 

Acknowledged and agreed to this ____6_____ day of_____April________, 2001**AURIZON MINES LTD.**
Per: (signed)                                          David Hall, Chairman, Presidentand Chief Executive Officer 

**SCHEDULE "A" 

PROPERTIES**
1. The **Beaufor Mine**referred to in the attachedAgreement is comprised of: 

a) PascalisProperty: Mining Lease 750 located in Pascalis Township, Quebec, as shown on theattached map; 

b) Beaufor Property:Mining Concession 280, part A, located in Pascalis Township, Quebec, as shown onthe attached map; 

c)Colombière Property: Mining Claims C007141, C007142, C007143, C007734, C007781,C007782, C009371, C009372, C009373, C009381, C009382, C009383 and C009384located in Pascalis and Louvicourt Townships, as shown on the attached map;

d) all rights ofaccess, permits and licenses necessary to conduct operations as currentlycarried out; and 

e)all of the machinery, equipment, parts, supplies, inventories, buildings,rights, permits, maps, files, data and all related documentation belonging tothe Joint Operation on the Beaufor Mine, wherever located. 

The Beaufor Mine is subject to theJoint Operating Agreement between Louvem Mines Inc. and Aurizon Mines Ltd. datedFebruary 1, 1989. 

The Pascalis Property is subject to a25% Net Profit Royalty in favour of Tiomin Resources Inc. 

The ColombièreProperty is subject to a 2% NSR royalty in favour of Cambior Inc. and all theterms of the agreement dated September 10, 1999 between Aurizon Mines Ltd. andCambior Inc. 

2. The **Perron Property**referred to in the attachedAgreement is comprised of: 

a)Mining Claims 3618721, 3618722, 3618723, 3618724, 3618725, 3618731, 3618732,3618733, 3618734, 3618735, 3692761 and 3692762 located in Pascalis and ValSenneville Townships, Quebec; 

b) all rights ofaccess, permits and licenses necessary to conduct operations as currentlycarried out; and 

c)all of the machinery, equipment, parts, supplies, inventories, buildings,rights, permits, maps, files, data and all related documentation relating to thePerron Property, wherever located 

Note: Precise property designations are subject toverification. 

**SCHEDULE "B" 

ROYALTY**
1. The Purchasershall pay to the Vendor the following amounts, depending on the price of gold:

a)for each of the first 110,000 ounces of gold produced in respect of the Vendor'sundivided 50% interest in the Beaufor Mine following the Closing Date (out ofthe first 220,000 ounces total production): 
**PRICE OF GOLD PER OUNCE    ($US)****ROYALTY PER OUNCE ($CAN)**Less than 280NilFrom 280 but below 3005.00More than 30012.50
b)for each ounce of goldproduced in respect of the Vendor's undivided 50% interest in the Beaufor Mineafter the first 220,000 ounces total production; and for each ounce of goldproduced in respect of the Vendor's undivided 100% interest in the PerronProperty: **PRICE OF GOLD PER OUNCE    ($US)****ROYALTY PER OUNCE ($CAN)**Less than 300NilFrom 300 but below 32517.00From 325 but below 35018.50From 350 but below 37520.00From 375 but below 40022.50From 400 but below 50024.00More than 50030.00
2.The price of gold will be taken by reference to the calendar quarterly averageof the second London gold price fixing for the calendar quarter in which aparticular ounce is milled. 

3. Payments of theRoyalty shall be made quarterly, within 30 days of the end of each calendarquarter. 

4. Once a year, upona reasonable notice, the Vendor shall be provided with the right to inspect oraudit the books, accounts and records at its own expense. 

**ANNEX 2 

CLAIMS

Three Claims numbered 5102441, 5098056, and 5098055 all in ValSenneville Township, Province of Quebec, as indicated on the attached map.****