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Agreement#: AG-59950
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Memo Re:strategic Alliance

Effective Date: June 07, 1996
Parties:

Santa Fe Gold

Sectors: Metals and Mining
EXHIBIT 10.13


M E M O R A N D U M


TO: EAGLE RIVER INTERNATIONAL LIMITED


FROM: AZCO Mining Inc.


DATE: June 7, 1996


RE: STRATEGIC ALLIANCE


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The purpose of this Memorandum is to briefly set forth our agreement to form a strategic alliance on the following term:


1. The parties will form a joint venture company, or other appropriate
entity as advised by counsel, to mutually develop properties identified
by Eagle River.


2. The parties's interest in the joint venture entity shall be as to 75%
for AZCO and 25% for Eagle River.


3. Eagle River's responsibility is to seek out, pursue and acquire such
properties of merit as the parties may mutually determine, for which
Eagle River shall be funded by the joint venture entity.


4. AZCO's res ...

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