NON-REVOLVING CREDIT LINE LOAN AGREEMENT
BY THIS AGREEMENT made and entered into as of the 4th day of September, 2001, AZCO MINING INC.,
a Delaware corporation, whose address is 7239 North El Mirage Road, Glendale, Arizona (hereinafter called
"Borrower"), and Luis Barrenchea, whose address is 10121 Sunkist Circle, Villa Park, California (hereinafter
called "Lender"), for and in consideration of the recitals and mutual promises contained herein, confirm and agree
SECTION 1. GENERAL LOAN TERMS
1.1 Subject to the conditions herein set forth, Lender agrees to loan to or for the benefit of Borrower, and
Borrower agrees to draw upon and borrow, in the manner and upon the terms and conditions set forth herein,
amounts that shall not exceed, in the aggregate, $200,000 (the "Loan"). Disbursements under the Loan are
referred to herein individually as an "Advance" and collectively as "Advances."
1.2 The Loan shall be a non-revolving line of credit, against which Advances may be made to Borrower, with no
right of Borrower to readvance any repaid sums. Lender shall have no obligation to make any Advance that
would cause the outstanding principal balance of the Loan to exceed the limitations of Paragraph 1.1 above.
1.3 The Loan shall be evidenced by a Non-Revolving Credit Line Note in the form attached hereto as Exhibit A
(the "Note") of Borrower, executed and delivered simultaneously with the execution of this Agreement, in the face
amount of $200,000, payable to Lender upon the terms and conditions contained therein.
1.4 The Loan shall be unsecured.
1.5 In consideration of the Loan, Borrower shall provide to Lender a warrant for the purchase of 250,000 shares
of Borrower's common stock in the form attached hereto as Exhibit B (the "Warrant"), and Borrower and Lender
shall enter into a Registration Rights Agreement in substantially the form attached hereto as Exhibit C.
1.6 Borrower agrees that when Borrower makes any payment of principal on either the $800,000 Non-
Revolving Credit Li