Voting Trust Agreement Dated Aug. 1, 1997

Exhibit 10.30


VOTING TRUST AGREEMENT, made as of the 1st day of August, 1997, between THOMAS KAPLAN, with an address c/o Rosenman & Colin LLP, 575 Madison Avenue, New York, New York 10022-2585, Attn.: Steven E. Plotnick, Esq., as Trustee (hereinafter the "Trustee") and CONSOLIDATED COMMODITIES LTD., a limited liability company formed under the laws of Bermuda (hereinafter the "Beneficiary"), with an address c/o Arthur D. Hanna & Co., No. 10 Deveaux Street, P.O. Box N-4877, Nassau, Bahamas, Attn.: David Sean Hanna, Esq..


W I T N E S S E T H :
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WHEREAS, the Beneficiary is the holder of Three Million Nine Hundred Thirty-Five Thousand Eight Hundred Twenty-Five (3,935,825) ordinary shares, par value US $0.01 per share (each a "Share" and collectively the "Shares") of Apex Silver Mines Limited, a Cayman Islands corporation (the "Company"); and


WHEREAS, in order to vest in the Trustee the sole right to vote the Shares and all investment authority and power with respect to the Shares, the Beneficiary is willing to deposit the Shares owned by it with the Trustee under this Agreement for the period commencing on the date hereof and ending upon the termination of this Agreement in accordance with its terms.


NOW, THEREFORE, the parties hereto agree as follows:


1. Delivery to Trustee of Certificates for Shares. Simultaneously with the execution and delivery of this Agreement, the Beneficiary shall deliver to the Trustee certificates representing an aggregate of Three Million Nine Hundred Thirty-Five Thousand Eight Hundred Twenty-Five (3,935,825) Shares, representing all of the Shares held by the Beneficiary, endorsed in blank or accompanied by duly completed instruments of share transfer executed by the Beneficiary. Immediately subsequent to the execution and delivery of this Agreement and such instruments of share transfer, the Trustee shall deliver a copy of this Agreement to the Company, shall surrender to the Company said certificates and instruments of share transfer, and the Trustee and Beneficiary shall take all further necessary or appropriate actions to cause the Directors to enter the name of the Trustee in the register of Members in respect thereof and to cancel said certificates and to issue to the Trustee a new certificate, representing Three Million Nine Hundred Thirty-Five Thousand Eight Hundred Twenty-Five (3,935,825) Shares, in the name of the Trustee. Said new certificate shall be held by the Trustee, in trust, for the benefit of the Beneficiary and the heirs, executors, successors and/or assigns of the Beneficiary (each sometimes hereinafter referred to as a "Beneficiary"), subject to the terms and conditions hereinafter set forth.


2. Delivery to Trustee of Certificates for Additional


Shares. Any and all certificates for additional shares of the Company issued to the Beneficiary while it is the Beneficiary under this Agreement shall be in like manner endorsed and delivered to the Trustee together with a duly completed and executed form of share transfer to be held by him subject to the terms and conditions hereof. All such additional shares shall be deemed to be "Shares" for all purposes of this Agreement.


3. Delivery of Trustee's Certificates. Upon the delivery to the Trustee of the certificates and forms of share transfer referred to in paragraph 1 hereof, the Trustee shall deliver to the Beneficiary a certificate (the "Trustee's Certificate") for the number of Shares delivered to the Trustee by the Beneficiary, substantially in the form hereinafter set forth. Upon each receipt of certificates for additional shares issued to a Beneficiary, the Trustee shall deliver to such Beneficiary a Trustee's Certificate for the number of shares so deposited, substantially in the form hereinafter set forth.


The Trustee's Certificate (the terms and provisions of which are a part of this Agreement) shall be substantially in the following form:


TRUSTEE'S CERTIFICATE


This is to certify that the undersigned Trustee has received a
certificate or certificates issued in the name of Thomas Kaplan, Trustee,
evidencing the ownership of ___ shares of a nominal or par value of US
$0.01 each of Apex Silver Mines Limited, a Cayman Islands corporation (the
"Shares"), and that the Shares are held subject to all the terms and
conditions of that certain Agreement (the "Voting Trust Agreement"), dated
as of August 1, 1997, by and between Consolidated Commodities Ltd. and
Thomas Kaplan, as Trustee. During the term of the Voting Trust Agreement,
the Trustee shall, as provided in the Voting Trust Agreement, possess and ...