0001047469-05-010797 Sample Contracts

SECURITY AGREEMENT
Agreement • April 20th, 2005 • Hudson Bay Exploration & Development CO LTD • Manitoba
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DEBENTURE DELIVERY AGREEMENT (MANITOBA)
Debenture Delivery Agreement • April 20th, 2005 • Hudson Bay Exploration & Development CO LTD • Manitoba

Agreement made as of December 21, 2004 by HUDSON BAY EXPLORATION AND DEVELOPMENT COMPANY LIMITED with and in favour of BNY TRUST COMPANY OF CANADA in its capacity as collateral agent for the benefit of BNY (as hereinafter defined) and note holders under the Trust Indenture (as hereinafter defined).

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DEBENTURE DELIVERY AGREEMENT (MANITOBA)
Delivery Agreement • April 20th, 2005 • Hudson Bay Exploration & Development CO LTD • Manitoba

Agreement made as of December 21, 2004 by HUDSON BAY MINING AND SMELTING CO., LIMITED, with and in favour of BNY TRUST COMPANY OF CANADA in its capacity as collateral agent for the benefit of BNY (as hereinafter defined) and note holders under the Trust Indenture (as hereinafter defined).

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DEBENTURE DELIVERY AGREEMENT (SASKATCHEWAN)
Hudson Bay Exploration & Development CO LTD • April 20th, 2005 • Saskatchewan

Agreement made as of December 21, 2004 by HUDSON BAY MINING AND SMELTING CO., LIMITED, with and in favour of BNY TRUST COMPANY OF CANADA in its capacity as collateral agent for the benefit of BNY (as hereinafter defined) and note holders under the Trust Indenture (as hereinafter defined).

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SECURITY AGREEMENT
Hudson Bay Exploration & Development CO LTD • April 20th, 2005 • Manitoba
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CANADIAN COLLATERAL AGENCY AGREEMENT Dated as of December 21, 2004
Canadian Collateral Agency Agreement • April 20th, 2005 • Hudson Bay Exploration & Development CO LTD • New York
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Contract
First Supplemental Indenture • April 20th, 2005 • Hudson Bay Exploration & Development CO LTD • New York

FIRST SUPPLEMENTAL INDENTURE (this "First Supplemental Indenture"), dated as of April 20, 2005, among Hudson Bay Mining and Smelting Co., Limited, a corporation existing under the laws of Canada and the resulting company from the Amalgamation referred to below ("HBMS"), Hudson Bay Exploration and Development Company Limited ("HBED"), as Guarantor, and The Bank of New York, as trustee (the "Trustee").

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TRUST MONIES ACCOUNT HYPOTHECATION AGREEMENT
Agreement • April 20th, 2005 • Hudson Bay Exploration & Development CO LTD • Ontario

HUDSON BAY MINING AND SMELTING CO., LIMITED, a corporation existing under the laws of Canada and having its chief executive office at 2200 - 201 Portage Avenue, Winnipeg, Manitoba

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