0001325310-11-000030 Sample Contracts

PAN AMERICAN GOLDFIELDS LTD
Letter Agreement • June 29th, 2011 • Pan American Goldfields LTD • Gold and silver ores • California

This letter (the “Letter Agreement”) constitutes a binding agreement between Pan American Goldfields Ltd. (“PAN AMERICAN”), a Delaware corporation, and Minera Rio Tinto SA, a Mexican corporation (“MRT”), concerning the restructuring of a joint venture agreement and of the ownership interests of PAN AMERICAN and MRT, as well as other entities, in the Cieneguita project (the “Properties”) in Chihuahua State, Mexico.

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