The following agreement has been reached between Margaret Lewis ("Lewis") and the Superintendent of Brokers (the "Superintendent"):

1.		International Shasta Resources Ltd. ("International Shasta") is a reporting issuer incorporated in British Columbia under the Company Act, R.S.B.C. 1979, c. 59 and its common shares are listed for trading on the Vancouver Stock Exchange;
2.		at all times material to this agreement, Lewis held the office of Secretary of International Shasta;
3.		Lewis, as Secretary of International Shasta, certified on November 6, 1987, that a resolution of the directors of International Shasta (the "Resolution") had been passed, when Lewis knew or ought reasonably to have known that no such Resolution had been passed and that she was not authorized to execute such a certification;
4.		Lewis hereby consents to an order by the Superintendent:

(a)		under section 144(1)(c) of the Securities Act, S.B.C. 1985, c. 83 (the "Act") that any or all of the exemptions described in sections 30 to 32, 55, 58, 80 and 81 do not apply to Lewis for a period of one year; and
(b)		under section 144(1)(d) of the Act that Lewis be prohibited from becoming or acting as a director or officer of any reporting issuer for a period of three years.

5.		Lewis hereby undertakes to successfully complete, before becoming a director or officer of any reporting issuer, a course of study satisfactory to the Superintendent dealing with the duties and responsibilities of directors and officers of reporting issuers.
6.		Lewis waives any right she may have, under the Act or otherwise, to a hearing, hearing and review, judicial review or appeal related to, in connection with or incidental to this agreement and any related orders.

DATED at Vancouver, British Columbia, on April 2, 1992.

	"Stanley J. Tessmer"
	Witness	"Margaret Lewis"