AGREEMENT AMENDING REVOLVING LINE OF CREDIT

AGREEMENT AMENDING
REVOLVING LINE OF CREDIT

THIS AGREEMENT is made effective August 14, 2006.

AMONG:

• • NORD RESOURCES CORPORATION , a Delaware corporation, with an office at 1 West Wetmore Road, Suite 203, Tucson, Arizona, 85705

    (" Nord ")

AND:

• • RONALD HIRSCH, an adult individual residing in the county of Orange, State of California

    (" Hirsch ")

AND:

• • STEPHEN SEYMOUR, an adult individual residing in the county of Baltimore , State of Maryland

    (" Seymour ")

WHEREAS:

(A) On June 21, 2005, Nord entered into a $600,000 revolving line of credit agreement (the " Credit Agreement ") and Secured Promissory Note (the " Note " and together with the Credit Agreement, the " Revolver ") with Hirsch and Seymour, that was amended on November 8, 2005 and May 5, 2006;

(B) Nord, Hirsch and Seymour wish to amend the terms of the Revolver as described in this Agreement; and

(C) Capitalized terms not otherwise herein defined shall have the meaning ascribed to them in the Revolver.

THIS AGREEMENT WITNESSES that in consideration of the premises and of the sum of $10 and other good and valuable consideration now paid by each of the parties to the others (the receipt and sufficiency of which are hereby acknowledged by the parties), the parties covenant and agree that;

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Revolving Line of Credit

1. The Maturity Date is September 30, 2006, provided that if the maturity date of Nord’s $4,900,000 loan facility with Nedbank is extended, Nord, Hirsch and Seymour will negotiate a further amendment to this section in good faith. All outstanding amounts owing under the Revolver will be paid in cash on the Maturity Date of the Revolver, as so extended.

2. To delete Section 4 of the Credit Agreement in its entirety and replace it with the following:

• • "4. SHARES AND WARRANTS. In consideration of Lender’s extending the Credit Line to Borrower, Borrower agrees to issue to Lender four shares of fully paid and non-assessable common stock in the capital of the Borrower (the "Shares" ) and four warrants (each a "Warrant" ) for every One Dollar ($1.00) loaned to Borrower in Advances. Each Warrant shall enable the Lender to purchase one share of common stock in the capital of the Borrower (each a "Warrant Share" ) for an exercise price of twenty-five cents ($0.25) for three (3) years. The Shares and Warrants owed to Lender for any particular Advance shall be issued in the names of Hirsch and/or Seymour, in accordance with Lender’s instructions, within ten (10) days of the Advance. Lender agrees that the Shares, Warrants and Warrant Shares shall be "restricted securities" as defined by the Rule 144 under the Securities Act of 1933 , as amended (the "Securities Act" ). However, Borrower agrees that if at any time from the date hereof until the earliest to occur of (A) the date as of which all the Shares and Warrant Shares (collectively, the "Registrable Shares" ) may be sold by Lender without regard to the volume limitations set forth in Rule 144(e) under the Securities Act, and (B) such date as of which all the Registrable Shares held by Lender have been sold, and there is not an effective registration statement covering all of the Registrable Shares, Borrower shall determine to prepare and file with the United States Securities and Exchange Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act, of any of its equity securities (other than on Form S-4 or Form S-8 under the Securities Act, or their then equivalents, relating to equity securities to be issued solely in connection with any acquisition of any entity or business, or equity securities issuable in connection with stock incentive or other employee benefit plans), then Borrower shall send to each Lender written notice of such determination and, if within fifteen days after receipt of such notice, a Lender shall so request in writing, Borrower shall include in such registration statement all or any part of the Registrable Shares the Lender requests to be registered; provided that the Borrower shall not be required to register any Registrable Shares pursuant to this Section that are eligible for resale pursuant to Rule 144(k) promulgated under the Securities Act";

Representations, Warranties and Acknowledgements of Seymour and Hirsch

3. Each of Seymour and Hirsch (each, an "Offeree" ) severally represents and warrants to Nord as follows, and acknowledges that Nord is relying upon such covenants, representations

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and warranties in connection with the offer of shares of common stock in the capital of Nord (the "Shares" ) to Seymour and Hirsch contemplated by this Agreement:

• • (a) The Offeree has such knowledge and experience in finance, securities, investments, including investment in non-listed and non registered securities