Voting Trust Agreement

VOTING TRUST AGREEMENT


THIS AGREEMENT made between Pine Resources Corporation (the "Shareholder"), and James C.M. Robertson and Simon James Scrimgeour (collectively, the "Trustees").


WHEREAS the Shareholder is the indirect holder of 1,620,000 shares (the "Shares") in ICHOR Corporation (the "Corporation"), a corporation organized under the laws of the State of Delaware; and


WHEREAS each of the Trustees has agreed to act as voting trustee of the Shares;


FOR VALUE RECEIVED, the parties agree as follows:


1. Transfer of Stock to Trustee. The Shareholder, simultaneously
---------------------------- with the execution of this Agreement, shall cause the Shares to be assigned and delivered to the Trustees, to be held subject to the terms of this Agreement indefinitely, or until the Shares are sold by the Shareholder. The Trustees immediately shall cause the Shares to be transferred to themselves, as Trustees, on the books of the Corporation, and shall endorse across the face of all certificates held by them hereunder the following legend:


"This certificate is held subject to a voting trust agreement, a
copy of which is in the possession of James C.M. Robertson and/or
Simon James Scrimgeour, as trustees."


2. Voting. At all meetings of shareholders of the Corporation,
------ and in all proceedings affecting the Corporation, the Trustees shall vote the Shares in such manner as they may determine in their sole discretion.


3. Liability of Trustee. The Trustees shall not be liable for
-------------------- the consequences of any vote cast in good faith.


4. Assignment of Shares. The beneficial interest in any Shares
-------------------- may be transferred by a separate instrument of assignment, which shall refer to the provisions of this Agreement. Upon delivery of a copy of such assignment to the Trustees, the assignee shall be deemed the beneficial owner of such Shares for all purposes of this Agreement.


5. Withdrawal of Shares. The Shareholder may not withdraw the
-------------------- Shares from this Agreement at any time. If at any time during the term of this Agreement, the Shareholder causes the transfer of the beneficial interest in any or all of the Shares subject to this Agreement to an unaffiliated third party, such assignee shall have the right to withdraw the Shares from this Agreement by making written demand upon the Trustee ...