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<br />SECOND AMENDMENT TO LEASE AGREEMENT
<br />This SECOND AMENDMENT TO LEASE AGREEMENT {the "Amendment"), is made
<br />this 31~ day of July, 2000, by and between Sierra Minerals Corporation, a Colorado corporation
<br />(the "Lessee" or "Sierra"), and OMYA, Inc., a Vermont corporation (the "Lessor" or "OMYA").
<br />RECITALS
<br />WHEREAS, on or about March 1, ] 999, OMYA and Sierra entered into an option and lease
<br />agreement (the "Lease") for real property consisting of certain patented mining claims as more
<br />particulazly described in said Lease (the "Claims"); and
<br />WHEREAS, Sierra exercised its option to lease the Claims, effective as of June I, 1999, by
<br />written notice to OMYA dated May 24, 1999; and
<br />WHEREAS, on or about October 20, 1999, OMYA and Sierra executed an Amendment to
<br />Lease Agreement that provided, among other things, for the conveyance by Sierra to OMYA of the
<br />White Marble No. 2 Placer Claim to be acquired by Sierra pending certain foreclosure proceedings
<br />that were in process at that time; and
<br />WHEREAS, on or about March 10, 2000, Sierra executed a Bargain and Sale Deed to
<br />OMYA conveying said White Marble No. 2 Placer Claim. Said Deed was recorded in the Gunnison
<br />County Land Records on March 16, 2000, Reception #500349; and
<br />WHEREAS, paragraph 5 of the Amendment to Lease Agreement provides for additional
<br />amendment to the Lease at such time as said White Marble No. 2 Placer Claim is conveyed by
<br />Sierra to OMYA; and
<br />WHEREAS, OMYA and Sierra desire to further amend the Lease Agreement with respect
<br />to the Minimum Royalty to by paid by Sierra to OMYA.
<br />AGREEMENT
<br />NOW, THEREFORE, inconsideration of the foregoing recitals and the promises and
<br />covenants herein contained, Lessor and Lessee agree to amend the Lease as follows:
<br />Schedule A to the Lease is hereby amended to add the following described property:
<br />All that portion of the White Marble No. 2 Placer Mining Claim, situated in tltc Rock
<br />Creek Mining District, Gunnison County, Colorado, described as Lots 19, 20, 28, 29,
<br />and 34 of Section 1 in Township 12 South, Range 88 West of the 6'~' Principal
<br />Meridian, and Lots 1 and 2 of Section 12, said Township and Range, containing
<br />35.76 acres, more or less.
<br />2. For the period commencing July I, 2000 and continuing on the first day ofeach
<br />calendar quarter through April 1, 2003, the Minimum Royalty as set forth in Article 3 of the Lease
<br />shall be Sixteen Thousand Dollars ($16,000). Commencing July I, 2003, and continuing on the
<br />first day ofeach calendar quarter through the Initial Term and any Renewal Term of the Lease, the
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