JOINT VENTURE CONTRACT BETWEEN DIYING (TIANJIN) MINING SCIENCE AND
TECHNOLOGY DEVELOPMENT CO., LTD. AND
EMPIRE GOLD CORP. FOR THE ESTABLISHMENT OF EMPIRE (TIANJIN) RESOURCES
AGREEMENT OF AMENDMENT
FOR TOTAL AMOUNT OF INVESTMENT AND REGISTERED CAPITAL
This Agreement of Amendment for Total Amount of Investment and Registered Capital (hereinafter called
"Agreement of Amendment") is signed by the following parties in Tianjin, China on this 3rd day of July, 2007:
Party A: Diying (Tianjin) Mining Science and Technology Development Co., Ltd. Address: 4, 8th Road, Dazhigu,
Hedong District, Tianjin, China 300170 Party B: Empire Gold Corp.
Address: 410 Park Avenue, 15th Floor, New York, NY USA 10022
1) The two parties signed Joint Venture Contract for the Establishment of Empire (Tiajin) Resources Co., Ltd. on
December 8, 2007;
2) Empire (Tianjin) Resources Co., Ltd. received all the approval documents from the relevant government
authorities and the business license on April 12, 2007; and
3) The government authorities allow Empire (Tianjin) Resources Co., Ltd. to place the first installment of the
registered capital in a minimum of 20% of its total registered capital.
Therefore, according to the two parties' current situation and the needs for business development, through mutual
discussions, the two parties reach the Following Agreement of Amendment for Article 5.3 of Clause 5 Total
Investment and Registered Capital. The capital contribution of Party B to the Registered Capital of the Joint
Venture is amended to the following capital placement schedule:
1) Prior to July 5, 2007, contribute two hundred thousand dollars ($200,000); 2) Prior to September 5, 2007,
contribute three hundred thousand dollars ($300,000); 3) Prior to December 5, 2007, contribute five hundred
thousand dollars ($500,000).
This Agreement of Amendment shall become effective upon signing, and shall be part of the Joint Venture
Contract with the same legal enforcement.