SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F/A

(Amendment No. 1)

(Mark One)



_  Registration statement pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934

or

x  Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



For the fiscal year ended December 31, 2002

or

_  Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



For the transition period from _____ to _____



Commission File Number0-30478





EuroZinc Mining Corporation

(Exact Name of Registrant as Specified in its Charter)



EuroZinc Mining Corporation

(Translation of Registrants Name into English)



British Columbia, Canada

(Jurisdiction of Incorporation or Organization)



Suite
1601, 543 Granville Street

Vancouver,
British Columbia, Canada V6C 1X8

(Address of Principal Executive Offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of Each ClassName of Each Exchange
on Which Registered______________N/A______________________________N/A_______________


Securities registered or to be registered pursuant to Section 12(g) of the Act:



Common Shares Without Par Value

(Title of Class)



Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

N/A



(Title of Class)









---

Indicate the number of outstanding shares of each of the issuers classes of capital stock as of June 20, 2003: 70,246,502





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.



YES X

NO





Indicate by check mark which financial statement item the registrant has elected to follow.



ITEM 17 X

ITEM 18



(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)



Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.



NOT APPLICABLE







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EXPLANATORY NOTE REGARDING AMENDMENT



EuroZinc Mining Corporation (the Company) is filing this Amendment No. 1 (the Amended Report) to its Annual Report on Form 20-F for the year ended December 31, 2002, as filed with the Commission on July 15, 2003 (the Original Report) to provide the following items that had not been included for the audit report as filed with the Companys audited consolidated financial statements in the Original Report:



1.  Revised Audit Report stating that the audit for the 2002 financial statements was conducted in accordance with U.S. Generally Accepted Auditing Standards.



2.  Audit Report of the Companys former auditor with respect to the financial statements for the years ended December 31, 2001 and 2000.



Other than the foregoing, the financial statements included with the Amended Report are unchanged from those filed as part of the Original Report.  No other changes have been made to the Original Report.



This Amended Report does not reflect events occurring after the filing of the Original Report and does not modify or update the disclosure therein in any way other than as set forth above.





1







---





ITEM 17

FINANCIAL STATEMENTS





The following financial statements are attached and incorporated herein:



| | Description of Document                                                                                                                            |  | Page
| | -------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----
| | Managements Responsibility for Financial Reporting                                                                                                |  | F-1 
| | Auditors Report dated March 15, 2003 (Watson Dauphinee & Masuch)                                                                                  |  | F-2 
| | Comments by Auditor for U.S. Readers on Canada-U.S. Reporting Difference dated March 15, 2003                                                      |  | F-3 
| | Report of Independent Registered Public Accounting Firm dated March 8, 2002, except as to note 13(b) which is as of April 5, 2002 (KPMG LLP)       |  | F-4 
| | Comments by Auditor for U.S. Readers on Canada-U.S. Reporting Difference dated March 8, 2002, except as to note 13(b) which is as of April 5, 2002 |  | F-4 
| | Consolidated Balance Sheets as at December 31, 2002 and 2001                                                                                       |  | F-5 
| | Consolidated Statements of Operations and Deficit for the Years Ended December 31, 2002, 2001 and 2000                                             |  | F-6 
| | Consolidated Statements of Cash Flows for the Years Ended December 31, 2002, 2001 and 2000                                                         |  | F-7 
| | Notes to Consolidated Financial Statements for the Years Ended December 31, 2002, 2001 and 2000                                                    |  | F-8 
| | Schedule of Consolidated Operating and Administration Costs for the Years Ended December 31, 2002, 2001 and 2000                                   |  | F-26
| | Schedule of Consolidated Deferred Acquisition and Exploration Expenses for the Years Ended December 31, 2002 and 2001                              |  | F-27



EuroZinc
Mining Corporation



Years ended December 31, 2002
and 2001



(Canadian $)









Management's
Responsibility For Financial Reporting







The
consolidated financial statements and all information in the Annual Report have
been prepared by the management of the Company. The consolidated financial
statements have been prepared by management in accordance with accounting
principles generally accepted in Canada, using management's best estimates and
judgments based on currently available information. When alternative accounting
methods exist, management has chosen those it considers most appropriate in the
circumstances.



The Company
maintains an appropriate system of internal controls to provide reasonable
assurance that financial information is accurate and reliable and that the
Company's assets are appropriately accounted for and adequately safeguarded.



The Audit
Committee of the Board of Directors, consisting of three members, has met with
management and the independent auditors to review the scope and results of the
annual audit, and to review the financial statements and related financial
reporting matters prior to submitting the financial statements to the Board for
approval.



The Company's
independent auditors, Watson Dauphinee & Masuch, Chartered Accountants, were
appointed by the Audit Committee to replace the Company's previous auditors,
and that appointment is to be approved by shareholders of the Company at the
Company's next Annual General Meeting. The Auditors' Report sets out the
scope of their examination and their opinion on the consolidated financial
statements.





---





Auditors'
Report





To the
Directors of:

EUROZINC
MINING CORPORATION





We have
audited the consolidated balance sheet of EuroZinc Mining Corporationas
at December 31, 2002 and the consolidated statements of operations and
deficit and cash flows for the year then ended.  These financial statements
are the responsibility of the Company's management.  Our responsibility is
to express an opinion on these financial statements based on our audit.



We conducted
our audit in accordance with Canadian and United States generally accepted
auditing standards.  Those standards require that we plan and perform an
audit to obtain reasonable assurance whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
 An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.



In our
opinion, these consolidated financial statements present fairly, in all material
respects, the financial position of the company as at December 31, 2002 and the
results of its operations and its cash flows for the year then ended in
accordance with Canadian generally accepted accounting principles.  As
required by the Company Act (British Columbia), we report that, in our opinion,
these principles have been applied, after giving retroactive effect to the
change in method of accounting for foreign currency translation as explained in
note 2(d) to the consolidated financial statements, on a consistent basis.



The
consolidated financial statements as at December 31, 2001 and for the years
ended December 31, 2001 and 2000 were audited by other auditors who expressed an
opinion without reservation on those statements in their report dated March 08,
2002.







Signed "Watson
Dauphinee & Masuch"

Chartered
Accountants



Vancouver,
B.C., Canada

March 15,
2003





---



Comments
by Auditor for U.S. Readers on Canada - U.S. Reporting Difference







In the United
States, reporting standards for auditors require the addition of an explanatory
paragraph (following the opinion paragraph) when the financial statements are
affected by conditions and events that cast substantial doubt on the Company's
ability to continue as a going concern, such as those described in Note 1 to the
financial statements.  Our report to the directors dated March 15, 2003 is
expressed in accordance with Canadian reporting standards which do not permit a
reference to such events and conditions in the auditors' report when these are
adequately disclosed in the financial statements.











Signed "Watson
Dauphinee & Masuch"

Chartered
Accountants



Vancouver,
B.C., Canada

March 15,
2003



---



[Letterhead
of KPMG LLP]





REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To The Board of Directors

EuroZinc Mining Corporation





We have
audited the consolidated balance sheets of EuroZinc Mining Corporation as at
December 31, 2001 and the consolidated statements of operations and deficit and
cash flows for each of the years in the two year period ended December 31, 2001.
 These financial statements are the responsibility of the Company's
management.  Our responsibility is to express an opinion on these financial
statements based on our audits.



We conducted
our audit in accordance with Canadian generally accepted auditing standards and
the standards of the Public Company Accounting Oversight Board (United States).
 Those standards require that we plan and perform an audit to obtain
reasonable assurance whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements.  An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation.



In our
opinion, these consolidated financial statements present fairly, in all material
respects, the financial position of the Company as at December 31, 2001 and the
results of its operations and its cash flows for each of the years in the two
year period ended December 31, 2001 in accordance with Canadian generally
accepted accounting principles.



/s/ KPMG LLP



Chartered Accountants

Vancouver, Canada



March 8, 2002, except as to
note 13(b)

which
is as of April 5, 2002





COMMENTS
BY AUDITOR FOR U.S. READERS ON CANADA-U.S.

REPORTING
DIFFERENCE



In the United
States, reporting standards for auditors require the addition of an explanatory
paragraph (following the opinion paragraph) when the financial statements are
affected by conditions and events that cast substantial doubt on the Company's
ability to continue as a going concern, such as those described in note 1 to the
financial statements.  Our report to the directors dated March 8, 2002,
except as to note 13(b) which is as of April 5, 2002, is expressed in accordance
with Canadian reporting standards which do not permit a reference to such events
and conditions in the auditors' report when these are adequately disclosed in
the financial statements.



/s/ KPMG LLP



Chartered Accountants

Vancouver, Canada



March 8, 2002, except as to
note 13(b)

which
is as of April 5, 2002









---

EUROZINC
MINING CORPORATION

Consolidated
Balance Sheets

As
at December 31, 2002 and 2001 (Canadian $)



|                                                             | 2002         | 2001        
|------------------------------------------------------------ | ------------ | ------------
|                                                             | $            | $           
|ASSETS                                                       |              |             
|                                                             |              |             
|CURRENT                                                      |              |             
|Cash and Cash
      Equivalents                              | 310,679      | 704,106     
|Accounts Receivable and
      Refundable Taxes               | 787,001      | 512,363     
|Prepaid Expenses and
      Deposits                          | 75,137       | 138,170     
|                                                             |              |             
|                                                             | 1,172,817    | 1,354,639   
|                                                             |              |             
|Deferred Financing
      Costs                               | -            | 15,743      
|Mineral Properties
      (Note 4)                            | 30,549,406   | 25,952,919  
|Property, Plant and
      Equipment (Note 5)                 | 8,164,699    | 8,292,327   
|                                                             |              |             
|                                                             | 39,886,922   | 35,615,628  
|                                                             |              |             
|                                                             |              |             
|LIABILITIES                                                  |              |             
|                                                             |              |             
|CURRENT                                                      |              |             
|Accounts
      Payable and Accrued Liabilities               | 1,524,339    | 941,255     
|Current Portion of
      Capital Lease Obligations           | 17,771       | 14,662      
|Current Portion of
      Deferred Sales Contracts            | 199,177      | 225,729     
|Convertible
      Loans (Note 7(a))                          | 6,241,525    | 5,412,993   
|                                                             |              |             
|                                                             | 7,982,812    | 6,594,639   
|                                                             |              |             
|Capital Lease
      Obligations                              | 24,513       | 12,747      
|Deferred Sales
      Contracts (Note 6)                      | 597,530      | 677,187     
|Convertible Loans (Note
      7(b))                          | 6,500,627    | 2,835,287   
|Long-Term Payables
      (Note 8)                            | 17,301,513   | 13,912,370  
|                                                             |              |             
|                                                             | 32,406,995   | 24,032,230  
|                                                             |              |             
|SHAREHOLDERS'
      EQUITY                                   |              |             
|                                                             |              |             
|Share Capital (Note 9)                                       | 32,958,583   | 31,835,082  
|Equity Component of
      Convertible Loans (Note 7)         | 4,117,711    | 2,688,634   
|Deficit                                                      | (29,596,367) | (22,940,318)
|                                                             |              |             
|                                                             | 7,479,927    | 11,583,398  
|                                                             |              |             
|                                                             | 39,886,922   | 35,615,628  
|                                                             |              |             
|Nature of Operations
      (Note 1)                          |              |             
|Commitments and
      Contingent Liabilities (Notes 3 and 4) |              |             
|Subsequent Event (Note
      13)                             |              |             



Approved
by the Directors:



"Alvin
W. Jackson"

"John
A. Greig"



Director

Director





---

EUROZINC
MINING CORPORATION

Consolidated
Statements of Operations and Deficit

For
the Years Ended December 31, 2002 and 2001 (Canadian $)



|                                                             | 2002       | 2001      
|------------------------------------------------------------ | ---------- | ----------
|                                                             | $          | $         
|                                                             |            |           
|OPERATING EXPENSES                                           |            |           
|                                                             |            |           
|Operating and
      Administration Costs (Schedule 1)        | 4,073,262  | 2,896,323 
|(Gain) on Disposal of
      Property and Equipment           | (252,561)  | (3,462)   
|Write-off Mineral
      Properties (Note 4 and Schedule 2)   | -          | 100,002   
|                                                             |            |           
|LOSS BEFORE OTHER
      ITEMS                                | 3,820,701  | 2,992,863 
|                                                             |            |           
|Interest Income                                              | (4,397)    | (21,783)  
|Reorganization Costs
      (Note 3(a))                       | 380,805    | -         
|Foreign Exchange Loss
      (Note 2(d))                      | 2,326,172  | 201,906   
|                                                             |            |           
|NET LOSS FOR THE
      YEAR                                  | 6,523,281  | 3,172,986 
|                                                             |            |           
|                                                             |            |           
|Deficit, Beginning of
      the Year                         | 22,940,318 | 19,767,332
|                                                             |            |           
|Adjustment Loss on
      Adoption of New Accounting Standard |            |           
|for Foreign
      Currency Translation (Note 2(d))           | 132,768    | -         
|                                                             |            |           
|DEFICIT, END OF THE
      YEAR                               | 29,596,367 | 22,940,318
|                                                             |            |           
|                                                             |            |           
|Basic Loss Per Share
      (Note 2(g))                       | (0.10)     | (0.05)    
|                                                             |            |           
|                                                             |            |           
|Weighted Average Number
      of Shares Outstanding          | 67,120,598 | 59,892,300
|                                                             |            |           
|                                                             |            |           







---

EUROZINC
MINING CORPORATION

Consolidated
Statements of Cash Flows

For
the Years Ended December 31, 2002 and 2001 (Canadian $)

|                                                                     |             |            
|-------------------------------------------------------------------- | ----------- | -----------
|                                                                     | 2002        | 2001       
|                                                                     | $           | $          
|                                                                     |             |            
|CASH WAS PROVIDED
      FROM, UTILIZED (FOR):                        |             |            
|                                                                     |             |            
|OPERATING ACTIVITIES                                                 |             |            
|Net (Loss) for the Year                                              | (6,523,281) | (3,172,986)
|Non-Cash Items:                                                      |             |            
|Amortization of
      Property, Plant and Equipment                  | 154,314     | 97,189     
|Amortization of
      Deferred Financing Costs                       | 15,743      | 15,742     
|Interest Accretion of
      Convertible Loans and Long-Term Payables | 2,152,638   | 742,413    
|Unrealized Foreign
      Exchange Loss                               | 2,462,016   | 318,038    
|(Gain) on Disposal of
      Property and Equipment                   | (252,561)   | (3,462)    
|Write-Off Deferred
      Exploration Expenditures                    | -           | 100,002    
|Common Shares Issued
      for Interest Expense                      | 115,131     | 415,902    
|                                                                     |             |            
|                                                                     | (1,876,000) | (1,487,162)
|                                                                     |             |            
|Changes in Non-Cash
      Working Capital Accounts                   |             |            
|Accounts
      Receivable and Refundable Taxes                       | (274,638)   | 43,719     
|Prepaid
      Expenses and Deposits                                  | 63,033      | (10,704)   
|Accounts
      Payable and Accrued Liabilities                       | 583,084     | (113,997)  
|                                                                     |             |            
|                                                                     | (1,504,521) | (1,568,144)
|                                                                     |             |            
|INVESTING ACTIVITIES                                                 |             |            
|Acquisition of
      Property, Plant and Equipment                   | (6,572)     | (37,278)   
|Mineral Property
      Expenditures                                  | (4,487,886) | (1,887,958)
|Acquisition of PA, net
      of $405,085 cash acquired (Note 3(a))   | -           | (1,640,650)
|                                                                     |             |            
|                                                                     | (4,494,458) | (3,565,886)
|                                                                     |             |            
|FINANCING ACTIVITIES                                                 |             |            
|Shares Issued for Cash,
      Net of Costs                           | 1,008,370   | 1,119,687  
|Capital Lease Payments                                               | (16,463)    | (16,631)   
|Convertible Loan
      Proceeds                                      | 4,613,645   | 3,311,500  
|                                                                     |             |            
|                                                                     | 5,605,552   | 4,414,556  
|                                                                     |             |            
|Decrease in Cash and
      Cash Equivalents                          | (393,427)   | (719,474)  
|                                                                     |             |            
|Cash and Cash
      Equivalents, Beginning of the Year               | 704,106     | 1,423,580  
|                                                                     |             |            
|Cash and Cash
      Equivalents, End of the Year                     | 310,679     | 704,106    
|                                                                     |             |            
|                                                                     |             |            
|SUPPLEMENTARY
      DISCLOSURE                                       |             |            
|                                                                     |             |            
|NON-CASH INVESTING
      AND FINANCING ACTIVITIES                    |             |            
|Common Shares Issued
      for Mineral Property (Note 3(b))          | -           | 320,000    
|                                                                     |             |            
|Long-Term Payables
      Issued for Mineral Property (Note 3(a))     | -           | 18,944,364 





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
1 - NATURE AND CONTINUANCE OF OPERATIONS



EuroZinc
Mining Corporation ("the Company") was formed on April 21, 1999 under the
laws of the Province of British Columbia.  These financial statements are
prepared on the basis that the Company will continue as a going concern, which
assumes that the Company will be able to realize its assets and discharge its
liabilities in the normal course of operations.



The
Company has incurred significant losses to date and has been reliant on external
financing of equity and debt.As at December
31, 2002, the Company has an excess of current liabilities over current assets
in the amount of $6,809,995.  Included in current liabilities is $6,241,525
related to a convertible loan.  The Company is in the process of
renegotiating the maturity date of this convertible loan presently due on
December 31, 2003.



As
a result of the acquisition of Pirites Alentejanas, S.A. ("PA") in 2001
(note 3(a)), the Company has incurred long-term payables of $17,301,513 (2001
- $13,912,370) (note 8) to be paid after production commences at PA's
Aljustrel zinc project.  The ability of the Company to meet these
liabilities depends entirely on the development of the project and future
profitable operation.



The
recoverability of amounts capitalized for mineral properties is dependent upon
the existence of economically recoverable reserves, the ability of the Company
to arrange appropriate financing to complete the development of the properties,
and upon future profitable operation.  In addition, the viability of the
Company's mineral properties is dependent on increased mineral prices over
current market levels.



The
ability of the Company to continue as a going concern is dependent upon
obtaining the necessary financing to ensure that the Company is able to meet its
liabilities and commitments as they come due and to develop and maintain
profitable operations.  There can be no assurance that a viable financing
will be available to the Company.  These consolidated financial statements
do not reflect any adjustments to the amounts and classifications of assets and
liabilities which would be necessary should the Company be unable to continue
operations.





NOTE
2 - SIGNIFICANT ACCOUNTING POLICIES



These
consolidated financial statements are prepared using Canadian generally accepted
accounting principles, as summarized below.



(a)

Consolidated
Financial Statements



These
financial statements have been prepared on a consolidated basis and include the
assets, liabilities and operations of EuroZinc Mining Corporation, its 100%
owned U.S. subsidiaries, Castle Creek Mines Inc., N.P.R. (U.S.) Inc., and its
Portuguese subsidiaries, 100% owned Portuglobal-Exploracoes Mineiras, Lda., AGC
Minas de Portugal, SGPS, Unipessoal, Lda., AGC Minas de Portugal, Unipessoal,
Lda., and its 99.6% owned Pirites Alentejanas, S.A.  All material
intercompany balances and transactions have been eliminated.



(b)

Mineral
Properties and Depletion



The
amounts shown for mineral properties represent acquisition and exploration
costs, less recoveries, incurred to date and do not necessarily reflect present
or future values.  The Company capitalizes all acquisition, exploration and
development costs on a property-by-property basis.





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



(b)

Mineral
Properties and Depletion (Continued)



Mineral
property sales proceeds or option payments received for exploration rights are
treated as cost recoveries.  They are credited first to the cost of mineral
properties, and second, to deferred exploration costs with any remaining balance
being credited to operations during the year.



Management
periodically reviews the carrying value of its investments in mineral properties
with internal and external mining related professionals.  A decision to
abandon, reduce or expand a specific project is based upon many factors
including general and specific assessments of mineral reserves, anticipated
future mineral prices, the anticipated future costs of exploring, developing and
operating a producing mine, the expiration term and ongoing expenses of
maintaining leased mineral properties and the likelihood that the Company will
continue exploration.  The Company does not set a predetermined holding
period for properties without proven reserves; however, properties which have
not demonstrated suitable metal concentrations at the conclusion of each phase
of an exploration program are re-evaluated to determine if future exploration is
warranted and their carrying values are appropriate.  If a mineral property
is abandoned or it is determined that its carrying value cannot be supported by
future production or sale, the related costs are charged against operations in
the year of abandonment or in the year of determination of value.



If
there has been a delay in exploration activity that extends beyond three years,
the Company writes off any exploration or acquisition costs related to that
property unless persuasive evidence exists to the contrary to support the
carrying value as being recoverable.



The
accumulated costs of properties that are developed to the stage of commercial
production will be amortized to operations by unit-of-production depletion.



(c)

Property,
Plant and Equipment



Property,
plant and equipment are recorded at cost less accumulated amortization and are
amortized using the following methods and rates:



Office
Equipment

Declining
Balance

20%
- 30% Per Annum

Mining
Equipment

Straight-Line

8
- 10 Years

Vehicles

Straight-Line

5
Years

Mining
Camp Equipment

Straight-Line

3
Years

Computer
Software

Straight-Line

2
Years

Buildings
and Equipment

Straight-Line

8
- 10 Years

Power
Transmission and Distribution System

Straight-Line

8
- 10 Years



Property,
plant and equipment that are currently not in use or that are under development
will not be amortized until such assets are put in use.



(d)

Foreign
Currency Translation



The
Company's functional currency is the Canadian dollar.  The accounts of
integrated foreign operations, which are initially recorded in United States
dollars and European Euros, have been translated into Canadian dollars as
follows:



Monetary
Items

At
the exchange rate prevailing at the balance sheet date

Non-Monetary
Items

At
historical rates

Revenue
and Expense Items

At
the average exchange rate for the month





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



(d)

Foreign
Currency Translation (Continued)



Amortization
of assets translated at historical exchange rates is translated at the same
exchange rates as the assets to which they relate.



All
foreign exchange gains or losses are recognized in current operations.



Effective
January 01, 2002, the Company has adopted the new accounting standard
recommended by the Canadian Institute of Chartered Accountants ("CICA") for
the translation of foreign currencies.  Foreign exchange gains and losses
on long-term debt associated with integrated foreign operations are no longer
amortized over the term of the debt, but are charged to earnings in the period
they arise.  The Company recorded an adjustment to increase opening deficit
by $132,768, the amount of unamortized foreign exchange loss on long-term debt
as at December 31, 2001.



(e)

Use
of Estimates



The
preparation of financial statements in conformity with Canadian generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the reported amounts of revenues and
expenses during the reporting period.  Significant areas requiring the use
of management estimates include the assessment of recoverability of mineral
properties and property, plant and equipment, the determination of the
amortization period of property, plant and equipment, the estimated amount of
accrued liabilities and long-term payables, the determination of tax bases in
foreign jurisdictions, and the determination of the equity component of the
convertible loans.  Actual results may differ from these estimates.



(f)

Share
Capital



The
Company records proceeds from share issuances net of issue costs.  Shares
issued for other than cash consideration are valued at the quoted price on the
TSX Venture Exchange on the date the agreement to issue the shares is reached.



Shares
to be issued which are contingent upon future events or actions are recorded by
the Company when it is reasonably determinable that the shares will be issued.



The
Company has a share option plan which is described in note 9.  Under this
plan, options are not granted at less than their market price at the date of
grant; accordingly, no compensation expense is recorded on the granting of
options under this plan.  Any consideration paid by option holders on the
exercise of stock options is credited to share capital.



Effective
January 01, 2002, the Company has adopted the new CICA accounting standard for
stock-based compensation and other stock-based payments which requires that all
stock-based awards granted to non-employees be accounted for using the fair
value method.  As allowed by the new accounting standard, the Company has
elected to continue its current policy of not recording any compensation expense
on the granting of stock options to employees and directors as the exercise
price of the options are not less than their market price at the date of grant.
 Pro forma disclosure of the compensation expense which would have been
recorded under the fair value method is disclosed in note 9.





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



(g)

Loss
per Common Share



Basic
loss per share is calculated by dividing loss available to common shareholders
by the weighted average number of common shares outstanding in the period.
 For all periods presented, loss available to common shareholders is equal
to the reported loss.  Because the Company is reporting a net loss, fully
diluted loss per share is not calculated or presented on the consolidated
statements of operations and deficit as the issuance of shares on conversion of
convertible loans or the exercise of share purchase options and warrants would
be anti-dilutive.



(h)

Financial
Instruments



The
carrying amount of cash and cash equivalents, accounts receivable and refundable
taxes, accounts payable and accrued liabilities, capital lease obligations and
convertible loans approximates their fair value because of the short term to
maturity of these instruments.  The fair value of long-term payables is
estimated to approximate their carrying values as they reflect current interest
rates applicable to the Company.



(i)

Convertible
Loans



Convertible
loans are recorded in part as debt and in part as shareholders' equity.
 The Company uses both the "residual valuation of equity component"
and/or the "option pricing model valuation of equity component" to determine
the debt and equity components of the convertible loans.



Under
the residual valuation method, the debt component is determined by estimating
the present value of the future cash payments discounted at a rate of interest
which the Company would be charged by the market for similar debt without the
conversion option.  The difference between the proceeds of the loan and the
debt component is recorded as the equity component.



Under
the option pricing model, the debt component is determined as under the residual
valuation method, while the equity component is determined by using the Black-Scholes
option pricing model.  The debt and equity components are then adjusted on
a pro rata basis such that their total equals the proceeds of the loan.



Under
both methods, the debt components are accreted to their face value at maturity
through a charge to interest expense over the term of the convertible loan.



(j)

Foreign
Currency Risk



The
Company operates internationally which gives rise to the risk that cash flows
may be adversely impacted by exchange rate fluctuations.  The Company has
not entered into foreign currency contracts to hedge its risk against foreign
currency fluctuations.





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



(k)

Income
Taxes



The
Company uses the asset and liability method of accounting for income taxes.
 Under the asset and liability method, future income tax assets and
liabilities are determined based on differences between the financial statement
carrying values of existing assets and liabilities and their respective income
tax bases (temporary differences) and available loss carry forwards.
 Future income tax assets and liabilities are measured using the enacted
tax rates expected to be in effect when the temporary differences are likely to
reverse.  The effect on future income tax assets and liabilities of a
change in tax rates is included in operations in the period in which the change
is substantively enacted.  The amount of future income tax assets
recognized is limited to the amount that is more likely than not to be realized.



(l)

Comparative
Figures



Certain
comparative figures have been reclassified to conform with the financial
statement presentation adopted for the current year.





NOTE
3 - ACQUISITIONS



(a)

Pirites
Alentejanas, S.A.



On
December 20, 2001, the Company acquired 75.6% of the issued and outstanding
shares of Pirites Alentejanas, S.A. ("PA"), from Empresa de Desenvolvimento
Mineiro, SGPS, S.A. ("EDM").  The main asset of PA is the Aljustrel
zinc project, located in Aljustrel, Portugal.  The project includes a
mining lease encompassing four sulphide deposits: St. Joao, Moinho, Algares, and
Feitais, a fully developed mine and related mining facilities.  Under the
terms of the purchase agreement, the aggregate face value of the purchase price,
expressed in Portuguese Escudos now European Euros, was, using the exchange rate
at December 31, 2001, $20,940,000 (14,798,000 Euros).  $1,945,735
(1,375,000 Euros) was paid on signing of the purchase agreement with the balance
of $18,994,265 (13,423,000 Euros) (note 8) payable as follows:



$6,544,745
(4,625,000 Euros), bearing interest at the London Interbank Borrowing Rate ("LIBOR")
and compounded annually, is payable (principal and interest) in annual
installments of $2,516,624 (1,750,000 Euros) beginning twelve months after the
commencement of production of the Feitais deposit; and



$12,449,520
(8,798,000 Euros), non-interest bearing, is payable, twelve months after the
final payment of the $6,544,745 (4,625,000 Euros), in four equal annual
installments of $3,114,404 (2,199,500 Euros) and only while production of the
Aljustrel project continues.



In
addition, the Company is committed to pay to EDM $24,065,000 (16,965,000 Euros)
under the terms of a "price participation" clause.  The "price
participation" which the Company is liable to EDM is an amount equal to the
amount of zinc produced and sold from PA's properties times 8% of the price
per pound of zinc in excess of US $0.55 whenever the annual zinc settlement
price averages over US $0.55 per pound.  This price participation is
payable for a period of ten years and the base price of US $0.55 will be
adjusted after five years to account for the effects of inflation.  These
payments will be accounted for as an increase in the cost of the acquired assets
at the time the payments become due.





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
3 - ACQUISITIONS (CONTINUED)



(a)

Pirites
Alentejanas, S.A. (Continued)



The
transaction has been accounted for as a purchase and the assets acquired and the
liabilities assumed were recorded at management's best estimate of fair value.
 The results of operations of PA have been included in the Company's
consolidated financial statements as of the date of acquisition.  The
long-term payables associated with the purchase price have been discounted and
recorded at their estimated (fair) present value (note 8).  These payables
will be accreted to their face value over the estimated term of the long-term
payables through a charge to interest expense.



The
following table summarizes the estimated fair value of the assets acquired and
liabilities assumed at the date of acquisition:



|Net
      Identifiable Assets Acquired: |  | $          
|--------------------------------------- |  | -----------
|Cash                                    |  | 405,085    
|Accounts
      Receivable               |  | 398,768    
|Mineral
      Properties                |  | 8,388,096  
|Property,
      Plant and Equipment     |  | 8,203,746  
|Long-Term
      Payables (note 8)       |  | (2,031,440)
|Accounts
      Payable                  |  | (1,437,590)
|                                        |  |            
|                                        |  | 13,926,665 
|                                        |  |            
|Fair
      Value of Purchase Price:     |  |            
|Cash
      Paid                         |  | 1,945,735  
|Long-Term
      Payables (note 8)       |  | 11,880,930 
|Acquisition
      Costs                 |  | 100,000    
|                                        |  |            
|                                        |  | 13,926,665 



In
2002, the Company applied and received approval from the Portuguese courts to
re-organize the capital structure of PA.  Accordingly, the Company's
ownership of PA increased from 75.6% to 99.6%.  Additional acquisition
costs of $108,601 were incurred and capitalized to mineral properties in 2002;
reorganization costs of $380,805 have been charged to operations in 2002.



(b)

NPR
(U.S.) Inc.



On
June 06, 2001, the Company acquired 100% of N.P.R. (U.S.) Inc. ("NPR"), a
Nevada registered company, from Vaaldiam Resources Ltd. ("Vaaldiam") by
issuing 1,000,000 common shares of the Company with a fair value of $320,000.
 NPR's major asset is the Crypto zinc mineral property located in Juab
County, Utah.  This acquisition has been accounted for by the purchase
method and the total purchase price, including costs, of $346,213 has been
allocated to mineral properties.



The
purchase agreement also provides for an additional amount payable of $1,000,000
once financing to bring the Crypto zinc mineral property to production has been
secured.  This payment will be accounted for as an increase to mineral
properties at the time this balance becomes due.  A royalty of 1.5% of Net
Smelter Return is payable to Vaaldiam upon commencement of production.









---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
4 - MINERAL PROPERTIES



Accumulated
costs in respect of the mineral properties consist of the following:



|                            | Deferred
      exploration costs (Schedule 2) | Acquisition
      costs (Schedule 2) |                    | Balance           
|--------------------------- | --------------------------------------------- | ------------------------------------ | ------------------ | ------------------
|2002                        | Balance                                       | Additions                            | Balance            | Balance           
|                            | December
      31,                            | net
      of                         | December
      31, | December
      31,
|                            | 2001                                          | Recoveries                           | 2002               | 2001              
|                            | $                                             | $                                    | $                  | $                 
|Development
      Projects  |                                               |                                      |                    |                   
|Portugal                    |                                               |                                      |                    |                   
|Aljustrel
      Project     | 15,300,229                                    | 4,425,432                            | 19,725,661         | 8,878,696         
|Malhadinha
      Concession | 1,427,691                                     | 53,026                               | 1,480,717          | -                 
|                            |                                               |                                      |                    |                   
|                            | 16,727,920                                    | 4,478,458                            | 21,206,378         | 8,878,696         
|                            |                                               |                                      |                    |                   
|Exploration
      Projects  |                                               |                                      |                    |                   
|United
      States         |                                               |                                      |                    |                   
|Crypto
      Property       | 90                                            | 9,428                                | 9,518              | 346,213           
|                            |                                               |                                      |                    |                   
|                            | 16,728,010                                    | 4,487,886                            | 21,215,896         | 9,224,909         



|                            | Deferred
      exploration costs (Schedule 2) | Acquisition
      costs (Schedule 2) |                    | Balance           
|--------------------------- | --------------------------------------------- | ------------------------------------ | ------------------ | ------------------
|2001                        | Balance                                       | Additions                            | Balance            | Balance           
|                            | December
      31,                            | net
      of                         | December
      31, | December
      31,
|                            | 2000                                          | Recoveries                           | 2001               | 2000              
|                            | $                                             | $                                    | $                  | $                 
|Development
      Projects  |                                               |                                      |                    |                   
|Portugal                    |                                               |                                      |                    |                   
|Aljustrel
      Project     | 13,414,794                                    | 1,885,435                            | 15,300,229         | 490,600           
|Malhadinha
      Concession | 1,425,258                                     | 2,433                                | 1,427,691          | -                 
|                            |                                               |                                      |                    |                   
|                            | 14,840,052                                    | 1,887,868                            | 16,727,920         | 490,600           
|                            |                                               |                                      |                    |                   
|Exploration
      Projects  |                                               |                                      |                    |                   
|United
      States         |                                               |                                      |                    |                   
|CAL
      Mineral Claims    | -                                             | -                                    | -                  | 1                 
|Crypto
      Property       | -                                             | 90                                   | 90                 | -                 
|                            |                                               |                                      |                    |                   
|                            | -                                             | 90                                   | 90                 | 1                 
|                            |                                               |                                      |                    |                   
|Canada                      |                                               |                                      |                    |                   
|Snare
      Joint Ventures, |                                               |                                      |                    |                   
|Northwest
      Territories | 100,000                                       | -                                    | 100,000            | -                 
|Chu
      Chua, B.C.        | 1                                             | -                                    | 1                  | -                 
|                            |                                               |                                      |                    |                   
|                            | 14,940,053                                    | 1,887,958                            | 16,828,011         | 490,601           



Portugal



Aljustrel
Zinc Project

On
December 20, 2001, the Company acquired PA, which owns the Aljustrel mining
lease, a fully developed mine and associated mining facilities (note (3(a)). The
Company had completed a positive Feasibility study on the project in June 2000
and subsequently updated the study in February 2001.  The Company incurred
a total of $4,425,432 in exploration expenditures in 2002 (2001 - $1,885,435).



Malhadinha
Zinc Concession (formerly two concessions Estacao and Malhadinha)

Malhadinha
is an exploration concession which comprises what were formerly two separate
concessions, Estacao and Malhadinha.  The concession surrounds the
Aljustrel mining lease.  The term of the concession is two years with the
right to renew on an annual basis for up to three years.  At the end of
each renewal year, the Company must reduce the concession by 50% and submit a
new work program.  The Company completed its fourth year of exploration on
September 30, 2002, having met its work commitments to date and is in the
process of applying for a third extension period.







---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
4 - MINERAL PROPERTIES (CONTINUED)



United
States



CAL
Mineral Claims

Nominal
acquisition costs of $1 was written-off and charged to operations in 2001 as the
related mineral claims were abandoned.



Crypto
Zinc Property

On
June 06, 2001, the Company acquired N.P.R. (U.S.) Inc., holder of the Crypto
zinc property located in Juab County, Utah, from Vaaldiam Resources Ltd. (note
3(b)).  The Crypto property comprises of 40 unpatented claims and 14
patented claims, totalling approximately 963 acres.



Canada



Snare
Joint Ventures

Deferred
exploration costs of $100,000 were written-off and charged to operations in 2001
as the related mineral claims were abandoned.



Chu
Chua

Deferred
exploration costs of $1 was written-off and charged to operations in 2001 as the
related mineral claims were abandoned.





NOTE
5 - PROPERTY, PLANT AND EQUIPMENT

|                                                 |           | Accumulated  | Net book 
|------------------------------------------------ | --------- | ------------ | ---------
|                                                 | Cost      | amortization | value    
|2002                                             | $         | $            | $        
|Office Equipment                                 | 319,089   | 193,857      | 125,232  
|Mining Equipment                                 | 1,164,083 | 20,043       | 1,144,040
|Vehicles                                         | 507,353   | 176,568      | 330,785  
|Computer Software                                | 24,250    | 23,672       | 578      
|Buildings and Equipment                          | 6,386,525 | -            | 6,386,525
|Power Transmission and
      Distribution System | 177,539   | -            | 177,539  
|                                                 |           |              |          
|                                                 | 8,578,839 | 414,140      | 8,164,699



|2001                                             | $         | $       | $        
|------------------------------------------------ | --------- | ------- | ---------
|Office Equipment                                 | 303,807   | 156,070 | 147,737  
|Mining Equipment                                 | 1,167,160 | 20,213  | 1,146,947
|Vehicles                                         | 470,521   | 82,200  | 388,321  
|Computer Software                                | 24,029    | 21,457  | 2,572    
|Buildings and Equipment                          | 6,431,374 | -       | 6,431,374
|Power Transmission and
      Distribution System | 175,376   | -       | 175,376  
|                                                 |           |         |          
|                                                 | 8,572,267 | 279,940 | 8,292,327









---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
6 - DEFERRED SALES CONTRACTS



The
Company's Portuguese subsidiary, PA, has entered into sales contracts with
certain employees (purchasers), whereby PA has agreed to sell certain
residential housing units to the purchasers.  Title to the housing units is
transferred from PA to the purchasers upon receipt of the final payment pursuant
to the contract.  Upon transfer of title, PA records the sale and resultant
gain or loss on the disposition of the property.  As at December 31, 2002,
PA has received amounts totalling $796,707 (2001 - $902,916) pursuant to such
agreements relating to units whose title has yet to be transferred to the
purchasers.





NOTE
7 - CONVERTIBLE LOANS



The
Company has two convertible loan facilities with Resource Capital Fund ("RCF"),
a venture capital firm based in Denver, Colorado and the largest shareholder of
the Company.  Under the terms of the two loan facilities, RCF is entitled
to convert all or any portion of the loans outstanding into common shares of the
Company.



(a)

US
$4,000,000 Convertible Loan

Terms
of this US $4,000,000 convertible loan, drawn in 1999 and 2000 and originally
entered into in April 1999, were amended in October 2002.  Under the terms
of the amended agreement, this loan matures on December 31, 2003 and is
convertible into common shares of the Company at Cdn. $0.25 on the first US
$2,000,000 and Cdn. $0.33 on the remaining US $2,000,000.  Conversion into
common shares is based on a fixed exchange rate of US $0.67 for one Canadian
dollar.  (Under the terms of the original agreement, the loan's maturity
date was December 31, 2002 and the conversion price ranged from Cdn. $0.40 to
Cdn. $0.80).



This
convertible loan bears interest at LIBOR plus 1.5% per annum, compounded monthly
and is secured by a general security agreement on all of the tangible and
intangible assets of the Company.  Interest is payable semi-annually with
the principal maturing on December 31, 2003.  Interest on the convertible
loan may be payable in either cash or common share, the number of which is
calculated based on the average daily price of the common share for the ten
trading days preceding the interest payment.  In 2002, the Company issued
795,651 common shares as payment for $115,131 in interest payable (2001 -
1,841,992 common shares were issued for $415,902 in interest payable).  To
December 31, 2002, the Company has issued a total of 3,221,469 common shares as
payment for $826,758 in interest since inception of the loan facility.  As
at December 31, 2002, the Company has accrued interest payable of $154,823 on
this loan.



The
equity value of the conversion feature of this convertible loan was estimated at
$2,160,421 and is included as a separate component of the shareholders'
equity.  The equity value was calculated using the "residual valuation of
equity component" method and is the difference between the loan proceeds
received and the fair value of the loan which was determined based on its
present value using a discount rate of 15%.



This
convertible loan is accreted to its face value at maturity over the term of the
debt through a charge to interest expense.  Interest expense relating to
the accretion of this convertible loan totalled $861,677 in 2002 and has been
charged to operations (2001 - $742,413).



(b)

US
$5,059,235 Convertible Loan

The
second facility made available to the Company is US $5,059,235 of which US
$2,109,235 (Cdn. $3,363,500 at the exchange rate at December 31, 2001) and US
$2,950,000 (Cdn. $4,659,819 at the exchange rate at December 31, 2002) were
drawn by the Company in 2001 and 2002, respectively.  This convertible loan
bears interest at LIBOR plus 3.0% per annum, compounded quarterly and is secured
by a general security agreement on all of the tangible and intangible assets of
the Company.  Interest is payable semi-annually with the principal maturing
on December 31, 2004.  Interest on the convertible loan may be payable in
either cash or common share, the number of which is calculated based on the
average daily price of the common share for the ten trading days preceding the
interest payment.  As at December 31, 2002, the Company has accrued
interest payable of $291,585 on this loan.





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
7 - CONVERTIBLE LOANS (CONTINUED)



(b)

US
$5,059,235 Convertible Loan (Continued)



The
conversion prices for this convertible loan facility are as follows:



|Amount
      (US $) | Conversion
      Price (Cdn. $) and Exchange Rate                                                                                                                                                           
|------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                    |                                                                                                                                                                                                             
|75,000              | $0.15
      per share through September 18, 2003 increasing by $0.05 on each
      subsequent September 18 while the conversion rights remain outstanding;
      exchange rate fixed at US $1 for Cdn $1.57.
|234,235             | $0.15
      per share through October 02, 2003 increasing by $0.05 on each subsequent
      October 02 while the conversion rights remain outstanding; exchange rate
      fixed at US $1 for Cdn $1.57.    
|150,000             | $0.10
      per share through October 29, 2003 increasing by $0.05 on each subsequent
      October 29 while the conversion rights remain outstanding; exchange rate
      fixed at US $1 for Cdn $1.57.    
|150,000             | $0.10
      per share through November 29, 2003 increasing by $0.05 on each subsequent
      November 29 while the conversion rights remain outstanding; exchange rate
      fixed at US $1 for Cdn $1.57.  
|2,000,000           | $0.15
      per share through December 22, 2003 increasing by $0.05 on each subsequent
      December 22 while the conversion rights remain outstanding; exchange rate
      fixed at US $1 for Cdn $1.57.  
|350,000             | $0.15
      per share through May 10, 2004 increasing by $0.05 on each subsequent May
      10 while the conversion rights remain outstanding; exchange rate fixed at
      US $1 for Cdn $1.57.            
|600,000             | $0.14
      per share through June 24, 2004 increasing by $0.05 on each subsequent
      June 24 while the conversion rights remain outstanding; exchange rate
      fixed at US $1 for Cdn $1.53.          
|600,000             | $0.10
      per share through August 19, 2004 increasing by $0.05 on each subsequent
      August 19 while the conversion rights remain outstanding; exchange rate
      fixed at US $1 for Cdn $1.56.      
|900,000             | $0.10
      per share through October 07, 2004 increasing by $0.05 on each subsequent
      October 07 while the conversion rights remain outstanding; exchange rate
      fixed at US $1 for Cdn $1.58.    
|                    |                                                                                                                                                                                                             
|5,059,235           |                                                                                                                                                                                                             



The
equity value of the conversion feature of this convertible loan was estimated at
$1,957,290 and is included as a separate component of the shareholders'
equity.  The equity value on the advances received in 2001, $528,213, was
calculated using the Black-Scholes option pricing model assuming an expected
stock price volatility of 60%, a risk-free interest rate of 4%, expected life of
options ranging from 2.00 years to 2.25 years and expected dividend yield of 0%.
 The equity value of the convertible loan on the advances received in 2002,
$1,429,077, was calculated using the "residual valuation of equity component"
method and is the difference between the loan proceeds received and the fair
value of the advances which was determined based on its present value using a
discount rate of 15%.



This
convertible loan is accreted to its face value at maturity over the term of the
debt through a charge to interest expense.  Interest expense relating to
the accretion of this convertible loan totalled $477,057 in 2002 and has been
charged to operations (2001 - $20,961).





NOTE 8 -
LONG-TERM PAYABLES



|                                                                                 | Face
      Value | Recorded
      Value (Cdn. $)                                       
|-------------------------------------------------------------------------------- | ---------------- | --------------------------------------------------------------------
|                                                                                 | Euros            | Cdn.
      $
      (At
      the exchange rate at December 31, 2002)
|To
      EDM - Outstanding Debt on
      Acquisition
      of PA (note 3(a))     |                  |                                                                     
|Interest
      Bearing  Debt -
      Principal
      and Interest(1)             | 4,678,682        | 7,747,897                                                           
|                                                                                 |                  |                                                                     
|Non-Interest
      Bearing Debt (2)                                              | 8,798,000        | 14,569,488                                                          
|                                                                                 |                  |                                                                     
|To
      Other Creditors - Payables
      Assumed
      on Acquisition of PA (3) | 2,951,280        | 4,887,320                                                           
|                                                                                 |                  |                                                                     
|                                                                                 | 16,427,962       | 27,204,705                                                          







---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE 8 -
LONG-TERM PAYABLES (CONTINUED)



(1)
- $7,747,897 (4,678,682 Euros), bearing interest at the LIBOR and compounded
annually, is payable (principal and interest) in annual installments of
$2,516,624 (1,750,000 Euros) beginning twelve months after the commencement of
production of the Feitais deposit (note 3(a)).  As the debt is interest
bearing, the recorded value is the same as the face value.  Interest
expense of $105,466 has been charged to operations in 2002 (2001 - Nil).



(2)
- $14,569,488 (8,798,000 Euros), non-interest bearing, is payable, twelve
months after the final payment of the $7,747,897 (4,678,682 Euros), in four
equal annual installments of $3,642,372 (2,199,500 Euros) and only while
production of the Aljustrel project continues.  The recorded value,
originally calculated by discounting the estimated future cash flows by 12%, is
accreted to its face value over the term of the debt through a charge to
interest expense.  Interest expense relating to the accretion of this
convertible loan totalled $605,561 and has been charged to operations in 2002
(2001 - Nil).



(3)
- The Company assumed payables owing to previous creditors of PA from EDM.
 Payment of these amounts, which are non-interest bearing, will start three
years after production commences at the Aljustrel property.  The payments
will be paid semi-annually in equal installments over a five year period.
 The recorded value, originally calculated by discounting the estimated
future cash flows by 12%, is accreted to its face value over the term of the
debt through a charge to interest expense.  Interest expense relating to
the accretion of this convertible loan totalled $208,343 and has been charged to
operations in 2002 (2001 - Nil).





NOTE 9 -
SHARE CAPITAL



|COMMON
      SHARES                                         |            |           
|----------------------------------------------------------- | ---------- | ----------
|                                                            |            |           
|Authorized:
       200,000,000 without par value            |            |           
|                                                            |            |           
|Issued
      and Outstanding:                               | Number     | Amount    
|                                                            | of shares  | $         
|                                                            |            |           
|Balance,
      December 31, 2000                            | 56,604,456 | 29,979,493
|                                                            |            |           
|Issued
      during the year ended December 31, 2001:       |            |           
|For
      cash:                                             |            |           
|Exercise
      of warrants                                  | 2,604,910  | 1,119,687 
|For
      interest payable (note 7(a))                      | 1,841,992  | 415,902   
|For
      property acquisition (note 3(b))                  | 1,000,000  | 320,000   
|                                                            |            |           
|Balance,
      December 31, 2001                            | 62,051,358 | 31,835,082
|                                                            |            |           
|Issued
      during the year ended December 31, 2002:       |            |           
|For
      cash on Rights Offering, net of costs of $101,554 | 7,399,493  | 1,008,370 
|For
      interest payable (note 7(a))                      | 795,651    | 115,131   
|                                                            |            |           
|Balance,
      December 31, 2002                            | 70,246,502 | 32,958,583



Shares issued
for non-cash consideration have been recorded at their market value at the date
of issuance.







---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE 9 -
SHARE CAPITAL (CONTINUED)



|SHARE
      PURCHASE OPTIONS     |                  | Weighted            
|-------------------------------- | ---------------- | --------------------
|                                 | Number           | average             
|                                 | of
      options | exercise
      price
|                                 |                  |                     
|Balance,
      December 31, 2000 | 4,972,850        | 0.59                
|                                 |                  |                     
|Granted                          | 2,425,075        | 0.33                
|Cancelled                        | (1,152,350)      | 0.53                
|                                 |                  |                     
|Balance,
      December 31, 2001 | 6,245,575        | 0.35                
|                                 |                  |                     
|Granted                          | 5,460,000        | 0.10                
|Expired                          | (335,000)        | 0.36                
|Cancelled                        | (3,373,070)      | 0.37                
|                                 |                  |                     
|Balance,
      December 31, 2002 | 7,997,505        | 0.17                



At December
31, 2002, the Company has the following options outstanding.



|                      | Options
      outstanding | Options
      exercisable
|--------------------- | ------------------------- | -------------------------
|                      |                           | Weighted                 
|                      |                           | average                  
|Range
      of        | Number                    | remaining                
|exercise
      prices | of shares                 | contractual
      life   
|                      |                           |                          
|$0.15
      to $0.56  | 7,997,505                 | 4.01
      years         



The
options outstanding at December 31, 2002 will expire between June 19, 2003 and
December 10, 2007.



As
described in note 2(f), the Company does not use the fair value method of
accounting for share option granted to employees and directors.  Had the
Company followed the fair value method of accounting, the Company would have
recorded a compensation expense of $407,900 in 2002 with respect to its employee
and director share options.  The fair value for these options was estimated
at the date of grant using the Black-Scholes option pricing model assuming a
risk-free interest rate of 4.0%; dividend yield of 0%; a stock price volatility
of 97%; and an expected life of the options of 5 years.  Because the
Company's employee stock options have characteristics significantly different
from those of traded options, and because changes in the subjective input
assumptions can materially affect the fair value estimate, in management's
opinion, the existing models do not necessarily provide a reliable single
measure of the fair value of its employee stock options.



Pro
forma information regarding net loss and loss per share had the Company
accounted for its employee stock options under the fair value method are as
follows:

|                                       |  | 2002     
|-------------------------------------- |  | ---------
|                                       |  | $        
|                                       |  |          
|Net
      Loss as Reported             |  | 6,523,281
|Compensation
      Expense             |  | 407,900  
|                                       |  |          
|Pro
      Forma Loss                   |  | 6,931,181
|Pro
      Forma Loss per Common Share, |  |          
|Basic
      and Diluted                |  | 0.10     







---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE 9 -
SHARE CAPITAL (CONTINUED)



|SHARE
      PURCHASE WARRANTS    |                   |                     
|-------------------------------- | ----------------- | --------------------
|                                 | Number            | Purchase
      price
|                                 | of
      warrants | per share           
|                                 |                   |                     
|Balance,
      December 31, 2000 | 12,097,186        | 0.40 -
      0.92   
|                                 |                   |                     
|Exercised                        | (2,604,910)       | 0.35 -
      0.46   
|Cancelled                        | (4,026,607)       | 0.35 -
      0.50   
|                                 |                   |                     
|Balance,
      December 31, 2001 | 5,465,669         | 0.40 -
      0.45   
|                                 |                   |                     
|Issued
      (1)                 | 6,964,984         | 0.10 -
      0.25   
|Cancelled                        | (5,465,669)       | 0.40 -
      0.45   
|                                 |                   |                     
|Balance,
      December 31, 2002 | 6,964,984         | 0.10 -
      0.25   



(1)
- Issued to RCF for amending the terms of the US $4,000,000 convertible loan
and for providing the US $5,059,235 convertible loan (notes 7(a) and (b)).



The
share purchase warrants outstanding at December 31, 2002 will expire between
December 31, 2003 and October 07, 2004.





NOTE
10 - RELATED PARTY TRANSACTIONS



|                                                                                                                                                                                                             | 2002    | 2001   
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------- | -------
|                                                                                                                                                                                                             | $       | $      
|In addition
      to those transactions disclosed elsewhere in these financial statements, the
      Company had the following transactions with related parties:                                            |         |        
|                                                                                                                                                                                                             |         |        
|Consulting
      and Management Fees                                                                                                                                                                         | 237,798 | 150,124
|Consulting
      and management fees paid to three Directors, a company controlled by the
      President of the Company, and the former Chairman of the Board as
      compensation for services performed. |         |        
|                                                                                                                                                                                                             |         |        
|Rent
      Expenses                                                                                                                                                                                          | 6,000   | 6,000  
|Rent
      expenses are net of those charged to a company, some of whose directors
      and shareholders were also directors and shareholders of the Company.                                               |         |        





NOTE
11 - INCOME TAXES



The
Company operates in a specialized industry and in several tax jurisdictions;
accordingly, its operations are subject to varying rates of taxation.



The
Company has not recognized the benefits of the non-capital tax loss carry
forward balances; accordingly, no income tax recovery has been recorded in any
of the two years ended December 31, 2002.  The future income tax assets and
liabilities are calculated at the substantively enacted rates in Canada and
Portugal of 39.6% and 30.0% respectively.





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
11 - INCOME TAXES (CONTINUED)



Future
income taxes are determined as follows:



|                                                            | 2002         | 2001        
|----------------------------------------------------------- | ------------ | ------------
|                                                            | $            | $           
|                                                            |              |             
|Future income tax
      assets:                             |              |             
|Tax benefit of losses
      carried forward                 | 30,069,909   | 43,996,000  
|Tax value in excess of
      net book value                 | 7,033,268    | 8,415,000   
|Resource pools                                              | 2,861,504    | -           
|Others                                                      | 108,538      | 362,000     
|                                                            |              |             
|                                                            | 40,073,219   | 52,773,000  
|Valuation allowance                                         | (31,194,912) | (45,089,000)
|                                                            |              |             
|                                                            | 8,878,307    | 7,684,000   
|Future income tax
      liabilities on Portuguese entities: |              |             
|Resource properties                                         | (8,878,307)  | (7,684,000) 
|                                                            |              |             
|Net future income tax                                       | -            | -           



The
Company has non-capital losses of $7,388,118 in Canada and $90,480,713 in
Portugal available for carry-forward to offset future taxable income.  No
future benefit for these losses has been recognized in these consolidated
financial statements.  The losses expire as follows:



|     | Canada    | Portugal  
|---- | --------- | ----------
|Year | $         | $         
|     |           |           
|2003 | 367,426   | 32,444,593
|2004 | 767,630   | 24,499,287
|2005 | 474,824   | 16,911,010
|2006 | 1,230,649 | 12,443,781
|2007 | 2,016,366 | 3,915,648 
|2008 | 2,215,486 | 266,394   
|2009 | 315,737   | -         
|     |           |           
|     | 7,388,118 | 90,480,713



The
Company also has Canadian and foreign resource tax pools totalling,
respectively, $2,470,175 and $4,755,844, which do not expire.





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
12 - SEGMENTED INFORMATION



In
the opinion of management, the Company operates in one industry segment, being
the exploration of mineral properties.  Management of the Company makes
decisions about allocating resources based on the one operating segment.  A
geographic summary of mineral properties and property, plant and equipment by
country is as follows:



|                                    | Portugal   | United
      States | Canada  | Total  
|----------------------------------- | ---------- | ------------------- | ------- | -------
|                                    | 2002       | 2001                | 2002    | 2001   
|                                    | $          | $                   | $       | $      
|                                    |            |                     |         |        
|Mineral Properties                  | 30,193,675 | 25,606,616          | 355,731 | 346,303
|                                    |            |                     |         |        
|Property, Plant and
      Equipment | 8,138,015  | 8,254,368           | -       | -      
|                                    |            |                     |         |        
|                                    | 38,331,690 | 33,860,984          | 355,731 | 346,303





NOTE
13 - SUBSEQUENT EVENT



On
January 13, 2003, the Company received an additional US $1,000,000 loan from RCF
under the same terms as the Convertible Loan described in note 7(b).





NOTE
14 - DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES



The
Company prepares its consolidated financial statements in accordance with
accounting principles generally accepted in Canada ("Cdn GAAP") which differ
in certain respects from those principles that the Company would have followed
had its consolidated financial statements been prepared in accordance with
accounting principles generally accepted in the United States ("U.S. GAAP")
and from practices prescribed by the Securities and Exchange Commission ("SEC").
 Material measurement differences to these consolidated financial
statements are as follows:



Applying
U.S. GAAP, the consolidated balance sheets would be adjusted as follows:



|                                                            | December
      31, 2002 | December
      31, 2001
|----------------------------------------------------------- | ----------------------- | -----------------------
|                                                            | U.S. GAAP               | Cdn GAAP               
|                                                            | $ (Cdn)                 | $ (Cdn)                
|Assets                                                      |                         |                        
|Current
      Assets and
      Deferred
      Finance Costs | 1,172,817               | 1,172,817              
|Mineral
      Properties (a), (c)                           | 16,986,258              | 30,549,406             
|Property,
      Plant and Equipment                         | 8,164,699               | 8,164,699              
|                                                            |                         |                        
|                                                            | 26,323,774              | 39,886,922             
|                                                            |                         |                        







---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
14 - DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES (CONTINUED)



|                                                           | December
      31, 2002 | December
      31, 2001
|---------------------------------------------------------- | ----------------------- | -----------------------
|                                                           | U.S. GAAP               | Cdn GAAP               
|                                                           | $ (Cdn)                 | $ (Cdn)                
|Liabilities                                                |                         |                        
|Other
      Current Liabilities                            | 1,524,339               | 1,524,339              
|Capital
      Lease Obligations                            | 42,284                  | 42,284                 
|Convertible
      Loans (d)                                | 14,309,968              | 12,742,152             
|Long-Term
      Payables                                   | 17,301,513              | 17,301,513             
|Deferred
      Sales Contract                              | 796,707                 | 796,707                
|                                                           |                         |                        
|                                                           | 33,974,811              | 32,406,995             
|                                                           |                         |                        
|                                                           |                         |                        
|Shareholders'
      Equity (Deficiency)                    |                         |                        
|Share
      Capital (b)                                    | 33,939,398              | 32,958,583             
|Convertible
      Loans - Equity
      Component
      (d) | 2,798,507               | 4,117,711              
|Deficit                                                    | (44,388,942)            | (29,596,367)           
|                                                           |                         |                        
|                                                           | (7,651,037)             | 7,479,927              
|                                                           |                         |                        
|                                                           | 26,323,774              | 39,886,922             





The
effect of measurement differences between Cdn GAAP and U.S. GAAP on the Company's
net loss for the years ended December 31, 2002, 2001, and 2000 is summarized
below:



|                                                         | Years
      Ended December 31,
|-------------------------------------------------------- | ------------------------------
|                                                         | 2002                          
|                                                         | $ (Cdn)                       
|                                                         |                               
|Net
      Loss for the Year in Accordance with Cdn GAAP  | (6,523,281)                   
|                                                         |                               
|Effects
      of Differences in Accounts for:            |                               
|Exploration
      and Development Costs (a)              |                               
|Reverse
      Write-off of Deferred Exploration Costs    |                               
|Expensed
      under U.S. GAAP in Prior Years            | -                             
|Less
      Current Year Deferred Exploration Costs       | (9,428)                       
|Stock
      Compensation Expense (b)                     | -                             
|Convertible
      Loans (d)                              | 1,335,172                     
|Foreign
      Exchange (e)                               | 8,599                         
|                                                         |                               
|Net
      Loss for the Year in Accordance with U.S. GAAP | (5,188,938)                   
|                                                         |                               
|                                                         |                               
|Loss
      per Share under U.S. GAAP:                    |                               
|Basic
      and Diluted                                  | (0.08)                        
|                                                         |                               
|Weighted
      Average Number of Shares Outstanding:     |                               
|Basic
      and Diluted                                  | 67,120,598                    
|                                                         |                               

Basic
and diluted weighted average number of shares is same under U.S. GAAP and Cdn
GAAP.





---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
14 - DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES (CONTINUED)



(a)

Mineral
Properties and Exploration Costs



Under
U.S. GAAP and practices prescribed by the SEC, mineral property exploration
expenditures relating to mineral properties for which commercial feasibility has
not yet been established, are expensed as incurred.  In addition, land use
costs are expensed as incurred.  Under Canadian GAAP, these costs are
deferred and amortized over the estimated life of the property following the
commencement of commercial production, or written-off if the property is sold,
allowed to lapse, or abandoned.



All
exploration expenditures in 2002 and 2001 relating to mineral properties, other
than the Aljustrel project, were expensed.



The
Company completed a feasibility study with respect to the Aljustrel project in
June 2000 and subsequently updated in February 2001.  For U.S. GAAP
purposes, the Company expensed all exploration expenditure incurred prior to
obtaining the feasibility study.



(b)

Compensation
Expense



For
U.S. GAAP purposes, the Company has elected under Statement of Financial
Accounting Standards No. 123, "Accounting for Stock-Based Compensation" ("SFAS
123"), to continue to apply the intrinsic value method of accounting for
employee stock-based compensation under APB 25 "Accounting for Stock Issued to
Employees" and related interpretations.  Under the intrinsic value
method, stock option compensation is the excess, if any, of the quoted market
value of the stock at the measurement date of the grant over the amount an
optionee must pay to acquire the stock.  No compensation expense was
required to be recognized in the three years ended December 31, 2002.



During
the year ended December 31, 2002, the Company granted Nil (2001 - 234,250; 2000
- 200,000) options to non-employees for consulting services.  For U.S. GAAP
purposes, options granted to non-employee consultants are required to be
measured and recognized at their fair value as the services are provided and the
options are earned.  Compensation expense recognized for the year ended
December 31, 2002 totalled Nil (2001 - $88,137; 2000 - $148,017).  On May
18, 2001, 559,295 non-employee options had their exercise prices reduced.
 For U.S. GAAP purposes, a modification of the terms of an award that make
it more valuable should be treated as an exchange of the original award for a
new award.  Incremental compensation expenses recognized during the year
ended December 31, 2002 totalled Nil (2001 - $13,411; 2000 - Nil).



The
fair value of options granted to non-employees was estimated using the
Black-Scholes option pricing model with the following weighted average
assumptions:



|                                      | 2001    | 2000   
|------------------------------------- | ------- | -------
|                                      |         |        
|Expected
      Dividend Yield         | -       | -      
|Expected
      Stock Price Volatility | 95%     | 60%    
|Risk-Free
      Interest Rate         | 5.12%   | 5.00%  
|Expected
      Life of Options        | 5 years | 5 years
|                                      |         |        







---

EUROZINC
MINING CORPORATION

Notes
to the Consolidated Financial Statements

For
the Years Ended December 31, 2002 and 2001 (Canadian $)





NOTE
14 - DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES (CONTINUED)



(b)

Compensation
Expense (Continued)



During
the year ended December 31, 2001, 2,382,455 employee options with exercise
prices ranging from $0.45 to $1.00 per share were reduced to $0.36 to $0.40 per
share.  There are no changes to the options' exercise price in 2002.
 For accounting purposes, all resulting repriced options are considered to
be variable plan options requiring variable accounting from the date of
modification to the date the award are exercised, forfeited or expire to the
extent that the market price at the reporting date exceeds the new exercise
price.  As the market price of the Company's common shares at December
31, 2001 was less than the revised exercise price, no incremental compensation
expense was required to be recognized for these variable options in fiscal year
2001.



(c)

Income
Taxes



The
Company uses the asset and liability method to account for income taxes pursuant
to Section 3465 of the CICA Handbook which is substantially consistent with
Statement of Financial Accounting Standards No. 109 ("SFAS 109") "Accounting
for Income Taxes".



As
described in note 11, the Company has future income tax assets related to its
Canadian operations calculated at the substantively enacted rate in Canada of
39.6% which is also the enacted rate at December 31, 2002.  For U.S. GAAP
purposes, SFAS 109 requires deferred tax assets to be measured at only enacted
tax rates.  Measuring Canadian deferred tax assets at enacted tax rates for
U.S. GAAP purposes would not impact reported tax expense, net assets, or loss.



(d)

Convertible
Loans



Under
Cdn GAAP, a value is assigned to the conversion feature of debt convertible to
equity and is recorded as a separate component of shareholders' equity.
 Under U.S. GAAP, a value is assigned to the conversion feature of debt
convertible to equity only if the conversion rate is less than the market value
of the Company's common stock at the date of the advance.  Any such
beneficial conversion feature is amortized to interest expense over the term to
maturity of the convertible loans.  The remaining unamortized balance is
recorded as a discount on the convertible loans.  Applying U.S. GAAP, the
beneficial conversion feature in equity and convertible loan balances would, at
December 31, 2002, decrease by $1,319,204 (2001 - increase by $109,873) and
increase by $1,567,816 (2001 - $1,482,510), respectively.  Interest expense
under U.S. GAAP for the year ended December 31, 2002 would decrease by
$1,335,172 (2001 - decrease by $774,903; 2000 - increase by $570,550).



(e)

Foreign
Exchange



Until
December 31, 2001, foreign exchange gains or losses on long-term debts were
deferred and amortized on a straight-line basis over the term of the debts under
Cdn GAAP.  For U.S. GAAP purposes, these unrealized gains and losses are
included in income immediately.  Effective January 01, 2002, Cdn GAAP
requires companies to recognize foreign exchange gains or losses on long-term
debts in the period they arise.  Accordingly, under U.S. GAAP, the Company's
foreign exchange loss for the year ended December 31, 2002 would increase by Nil
(2001 - $269,012; 2000 - $78,991).



(f)

Investment
in Joint Venture



Under
U.S. GAAP, the investment in joint venture would be accounted for under the
equity method, whereas Cdn GAAP requires that joint ventures be proportionately
consolidated.  This difference would have no impact on the reported net
earnings or stockholders' equity of the Company for the years presented.
 The investment in joint ventures has been included in mineral properties.
 As the amounts are nominal for all years presented, no reclassification to
investment in joint venture has been presented.







---





EUROZINC
MINING CORPORATION

Schedule
1 - Consolidated Operating and Administration Costs

For
the Years Ended December 31, 2002 and 2001 (Canadian $)



|                                                                           | 2002      | 2001     
|-------------------------------------------------------------------------- | --------- | ---------
|                                                                           | $         | $        
|                                                                           |           |          
|Accounting and Legal                                                       | 164,106   | 200,957  
|Amortization                                                               | 154,314   | 97,189   
|Consulting Fees                                                            | 125,593   | 409,996  
|Insurance                                                                  | 31,413    | 26,934   
|Filing and Transfer
      Agent Fees                                       | 24,066    | 19,702   
|Interest Paid or
      Payable on Convertible Loans and Long-Term Payables | 717,974   | 379,157  
|Interest on Accretion
      of Convertible Loans and Long-Term Payables    | 2,152,638 | 742,413  
|Investor Relations                                                         | 71,407    | 64,781   
|Management Fees                                                            | 124,605   | 150,124  
|Office                                                                     | 70,541    | 114,383  
|Printing                                                                   | 46,287    | 49,066   
|Rent                                                                       | 23,207    | 147,235  
|Travel                                                                     | 109,431   | 97,998   
|Wages                                                                      | 263,576   | 501,047  
|                                                                           |           |          
|                                                                           | 4,079,158 | 3,000,982
|                                                                           |           |          
|Costs Recovered                                                            | (5,896)   | (104,659)
|                                                                           |           |          
|                                                                           | 4,073,262 | 2,896,323





---





EUROZINC
MINING CORPORATION

Schedule
2 - Consolidated Deferred Acquisition and Exploration Expenses

For
the Years Ended December 31, 2002 and 2001 (Canadian $)



|                                                                 | Aljustrel  | Malhadinha | Other   | Total     
|---------------------------------------------------------------- | ---------- | ---------- | ------- | ----------
|                                                                 | $          | $          | $       | $         
|2002                                                             |            |            |         |           
|Exploration Costs,
      Beginning of Year                       | 15,300,229 | 1,427,691  | 90      | 16,728,010
|                                                                 |            |            |         |           
|Exploration Costs:                                               |            |            |         |           
|Drilling                                                         | -          | 45,702     | -       | 45,702    
|Electricity                                                      | 460,656    | -          | -       | 460,656   
|Engineering                                                      | 223,689    | -          | -       | 223,689   
|Environmental
      and Geotechnical                             | 29,580     | -          | -       | 29,580    
|Equipment
      Maintenance                                      | 204,126    | -          | -       | 204,126   
|Geology                                                          | 155,755    | -          | 1,830   | 157,585   
|Materials
      and Supplies                                     | 428,745    | -          | -       | 428,745   
|Project
      Salaries                                           | 643,990    | -          | -       | 643,990   
|Property
      and Miscellaneous Taxes                           | 80,778     | -          | 7,598   | 88,376    
|Security                                                         | 187,250    | -          | -       | 187,250   
|Site
      Office                                                | 533,935    | 7,324      | -       | 541,259   
|Wages                                                            | 1,476,928  | -          | -       | 1,476,928 
|                                                                 |            |            |         |           
|                                                                 | 4,425,432  | 53,026     | 9,428   | 4,487,886 
|                                                                 |            |            |         |           
|Exploration Costs, End
      of Year                             | 19,725,661 | 1,480,717  | 9,518   | 21,215,896
|                                                                 |            |            |         |           
|Acquisition Costs,
      Beginning of Year                       | 8,878,696  | -          | 346,213 | 9,224,909 
|                                                                 |            |            |         |           
|Acquisitions During the
      Year (Note 3a)                     | 108,601    | -          | -       | 108,601   
|                                                                 |            |            |         |           
|Acquisition and
      Exploration Costs,
      End of
      Year | 28,712,958 | 1,480,717  | 355,731 | 30,549,406



|                                                                 |            |           |           |           
|---------------------------------------------------------------- | ---------- | --------- | --------- | ----------
|2001                                                             |            |           |           |           
|Exploration Costs,
      Beginning of Year                       | 13,414,794 | 1,425,258 | 100,001   | 14,940,053
|                                                                 |            |           |           |           
|Exploration Costs:                                               |            |           |           |           
|Assaying                                                         | 1,611      | -         | -         | 1,611     
|Engineering                                                      | 349,510    | -         | -         | 349,510   
|Environmental
      and Geotechnical                             | 28,823     | -         | -         | 28,823    
|Geology                                                          | 359,067    | -         | -         | 359,067   
|Geophysical
      Survey                                         | -          | 8,150     | -         | 8,150     
|Metallurgy                                                       | 304,703    | -         | -         | 304,703   
|Project
      Salaries                                           | 571,236    | -         | -         | 571,236   
|Site
      Office                                                | 270,485    | 1,583     | 90        | 272,158   
|                                                                 |            |           |           |           
|                                                                 | 1,885,435  | 9,733     | 90        | 1,895,258 
|                                                                 |            |           |           |           
|Recovery                                                         | -          | (7,300)   | -         | (7,300)   
|                                                                 |            |           |           |           
|                                                                 | 1,885,435  | 2,433     | 90        | 1,887,958 
|                                                                 |            |           |           |           
|Write-Down of
      Exploration Costs                            | -          | -         | (100,001) | (100,001) 
|                                                                 |            |           |           |           
|Exploration
      Costs, End of Year                             | 15,300,229 | 1,427,691 | 90        | 16,728,010
|                                                                 |            |           |           |           
|Acquisition Costs,
      Beginning of Year                       | 490,600    | -         | 1         | 490,601   
|                                                                 |            |           |           |           
|Acquisitions During the
      Year (Note 3a)                     | 8,388,096  | -         | 346,213   | 8,734,309 
|                                                                 |            |           |           |           
|Write-Off Acquisition
      Costs                                | -          | -         | (1)       | (1)       
|                                                                 |            |           |           |           
|Acquisition and
      Exploration Costs,
      End of
      Year | 24,178,925 | 1,427,691 | 346,303   | 25,952,919









ITEM 18

FINANCIAL STATEMENTS





See Item 17.



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ITEM 19

EXHIBITS





The following exhibits are attached and incorporated herein:

| |     | Description of Document                                                                                                                                                                                   |  |  
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -
| | 1.1 | Certificate of Incorporation                                                                                                                                                                              |  | *
| | 1.2 | By-Laws                                                                                                                                                                                                   |  | *
| | 4.1 | Agreement dated December 15, 1999, as amended April 11, 2001, between the Company and Green Spot Enterprises Ltd. (Contractor providing services of Alvin Jackson, President and Chief Operating Officer) |  | *
| | 4.2 | Employment Agreement dated December 15, 1999, as amended April 12, 2001, between the Company and Ronald A. Ewing                                                                                          |  | *
| | 4.3 | Agreement dated December 15, 1999, as amended April 12, 2001, between the Company and JAG Holdings Ltd. (Contractor providing services of John Greig)                                                     |  | *
| | 4.4 | Employment Agreement dated December 15, 1999, between the Company and Kenneth Lowe                                                                                                                        |  | *
| | 4.5 | Letter Agreement dated February 8, 2001, between the Company and Warrior, a division of Standard Bank London, regarding financing for the Aljustrel Project                                               |  | *
| | 4.6 | Amendment, dated March 27, 2001, to Agreement dated April 29, 1998, between PA andAGC, re:  Aljustrel (AGC Minas De Portugal, SGPS, Unipessoal, Ltda., is also a party to the Amendment)                  |  | *
| | 4.7 | Share Purchase Agreement, dated June 6, 2001, among the Company, Vaaldiam Resources Ltd. and N.P.R. (US) Inc., regarding acquisition by the Company of N.P.R. (US), holder of Crypto property interests   |  | *
| | 4.8 | Agreement, dated December 20, 2001, among the Company, EDM and AGC SGPS, regarding acquisition by the Company of EDM interest in PA                                                                       |  | *
| | 8   | Subsidiaries of the Company                                                                                                                                                                               |  | *









































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| | 12.1 | Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended                             |  | 
| | ---- | ----------------------------------------------------------------------------------------------------------------------------------------------------- |  | 
| | 12.2 | Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended                             |  | 
| | 13.1 | Certification of Chief Executive Officer Pursuant to 18
    U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |  | 
| | 13.2 | Certification of Chief Financial Officer Pursuant to 18
    U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |  | 

*Previously filed.



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SIGNATURE







Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant certifies that it meets all of the requirements for filing on Form 20-F and has duly caused this Amendment No. 1 to the Annual Report on Form 20-F to be signed on its behalf by the undersigned, thereunto duly authorized.





EUROZINC MINING CORPORATION

Registrant







By:

/s/ Ronald A. Ewing



Name:  Ronald A. Ewing

Title:     Executive Vice President, Corporate Affairs







Date:

April 5, 2005





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