Filed by Filing Services Canada Inc. 403-717-3898

20-F/A 1 main20fa.htm Filed by Filing Services Canada Inc. 403-717-3898

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F/A

(Amendment No. 1)

(Mark One)

_ Registration statement pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934

x Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2002

_ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from _____ to _____

Commission File Number 0-30478

EuroZinc Mining Corporation

(Exact Name of Registrant as Specified in its Charter)

EuroZinc Mining Corporation

(Translation of Registrant’s Name into English)

British Columbia, Canada

(Jurisdiction of Incorporation or Organization)

Suite 1601, 543 Granville Street

Vancouver, British Columbia, Canada V6C 1X8

(Address of Principal Executive Offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of Each Class

Name of Each Exchange

on Which Registered

______________N/A________________

______________N/A_______________

Securities registered or to be registered pursuant to Section 12(g) of the Act:

Common Shares Without Par Value

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

N/A

(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital stock as of June 20, 2003: 70,246,502

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES X

Indicate by check mark which financial statement item the registrant has elected to follow.

ITEM 17 X

ITEM 18

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

NOT APPLICABLE

EXPLANATORY NOTE REGARDING AMENDMENT

EuroZinc Mining Corporation (the “Company”) is filing this Amendment No. 1 (the “Amended Report”) to its Annual Report on Form 20-F for the year ended December 31, 2002, as filed with the Commission on July 15, 2003 (the “Original Report”) to provide the following items that had not been included for the audit report as filed with the Company’s audited consolidated financial statements in the Original Report:

1. Revised Audit Report stating that the audit for the 2002 financial statements was conducted in accordance with U.S. Generally Accepted Auditing Standards.

2. Audit Report of the Company’s former auditor with respect to the financial statements for the years ended December 31, 2001 and 2000.

Other than the foregoing, the financial statements included with the Amended Report are unchanged from those filed as part of the Original Report. No other changes have been made to the Original Report.

This Amended Report does not reflect events occurring after the filing of the Original Report and does not modify or update the disclosure therein in any way other than as set forth above.

ITEM 17

FINANCIAL STATEMENTS

The following financial statements are attached and incorporated herein:

	Description of Document		Page
	Management’s Responsibility for Financial Reporting		F-1
	Auditors’ Report dated March 15, 2003 (Watson Dauphinee & Masuch)		F-2
	Comments by Auditor for U.S. Readers on Canada-U.S. Reporting Difference dated March 15, 2003		F-3
	Report of Independent Registered Public Accounting Firm dated March 8, 2002, except as to note 13(b) which is as of April 5, 2002 (KPMG LLP)		F-4
	Comments by Auditor for U.S. Readers on Canada-U.S. Reporting Difference dated March 8, 2002, except as to note 13(b) which is as of April 5, 2002		F-4
	Consolidated Balance Sheets as at December 31, 2002 and 2001		F-5
	Consolidated Statements of Operations and Deficit for the Years Ended December 31, 2002, 2001 and 2000		F-6
	Consolidated Statements of Cash Flows for the Years Ended December 31, 2002, 2001 and 2000		F-7
	Notes to Consolidated Financial Statements for the Years Ended December 31, 2002, 2001 and 2000		F-8
	Schedule of Consolidated Operating and Administration Costs for the Years Ended December 31, 2002, 2001 and 2000		F-26
	Schedule of Consolidated Deferred Acquisition and Exploration Expenses for the Years Ended December 31, 2002 and 2001		F-27

EuroZinc Mining Corporation

Years ended December 31, 2002 and 2001

(Canadian $)

Management's Responsibility For Financial Reporting

The consolidated financial statements and all information in the Annual Report have been prepared by the management of the Company. The consolidated financial statements have been prepared by management in accordance with accounting principles generally accepted in Canada, using management's best estimates and judgments based on currently available information. When alternative accounting methods exist, management has chosen those it considers most appropriate in the circumstances.

The Company maintains an appropriate system of internal controls to provide reasonable assurance that financial information is accurate and reliable and that the Company's assets are appropriately accounted for and adequately safeguarded.

The Audit Committee of the Board of Directors, consisting of three members, has met with management and the independent auditors to review the scope and results of the annual audit, and to review the financial statements and related financial reporting matters prior to submitting the financial statements to the Board for approval.

The Company's independent auditors, Watson Dauphinee & Masuch, Chartered Accountants, were appointed by the Audit Committee to replace the Company's previous auditors, and that appointment is to be approved by shareholders of the Company at the Company's next Annual General Meeting. The Auditors' Report sets out the scope of their examination and their opinion on the consolidated financial statements.

Auditors' Report

To the Directors of:

EUROZINC MINING CORPORATION

We have audited the consolidated balance sheet of EuroZinc Mining Corporation as at December 31, 2002 and the consolidated statements of operations and deficit and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with Canadian and United States generally accepted auditing standards. Those standards require that we plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.

In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the company as at December 31, 2002 and the results of its operations and its cash flows for the year then ended in accordance with Canadian generally accepted accounting principles. As required by the Company Act (British Columbia), we report that, in our opinion, these principles have been applied, after giving retroactive effect to the change in method of accounting for foreign currency translation as explained in note 2(d) to the consolidated financial statements, on a consistent basis.

The consolidated financial statements as at December 31, 2001 and for the years ended December 31, 2001 and 2000 were audited by other auditors who expressed an opinion without reservation on those statements in their report dated March 08, 2002.

Signed "Watson Dauphinee & Masuch"

Chartered Accountants

Vancouver, B.C., Canada

March 15, 2003

Comments by Auditor for U.S. Readers on Canada - U.S. Reporting Difference

In the United States, reporting standards for auditors require the addition of an explanatory paragraph (following the opinion paragraph) when the financial statements are affected by conditions and events that cast substantial doubt on the Company's ability to continue as a going concern, such as those described in Note 1 to the financial statements. Our report to the directors dated March 15, 2003 is expressed in accordance with Canadian reporting standards which do not permit a reference to such events and conditions in the auditors' report when these are adequately disclosed in the financial statements.

Signed "Watson Dauphinee & Masuch"

Chartered Accountants

Vancouver, B.C., Canada

March 15, 2003

[Letterhead of KPMG LLP]

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To The Board of Directors

EuroZinc Mining Corporation

We have audited the consolidated balance sheets of EuroZinc Mining Corporation as at December 31, 2001 and the consolidated statements of operations and deficit and cash flows for each of the years in the two year period ended December 31, 2001. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audit in accordance with Canadian generally accepted auditing standards and the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.

In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2001 and the results of its operations and its cash flows for each of the years in the two year period ended December 31, 2001 in accordance with Canadian generally accepted accounting principles.

/s/ KPMG LLP

Chartered Accountants

Vancouver, Canada

March 8, 2002, except as to note 13(b)

which is as of April 5, 2002

COMMENTS BY AUDITOR FOR U.S. READERS ON CANADA-U.S.

REPORTING DIFFERENCE

In the United States, reporting standards for auditors require the addition of an explanatory paragraph (following the opinion paragraph) when the financial statements are affected by conditions and events that cast substantial doubt on the Company's ability to continue as a going concern, such as those described in note 1 to the financial statements. Our report to the directors dated March 8, 2002, except as to note 13(b) which is as of April 5, 2002, is expressed in accordance with Canadian reporting standards which do not permit a reference to such events and conditions in the auditors' report when these are adequately disclosed in the financial statements.

/s/ KPMG LLP

Chartered Accountants

Vancouver, Canada

March 8, 2002, except as to note 13(b)

which is as of April 5, 2002

EUROZINC MINING CORPORATION

Consolidated Balance Sheets

As at December 31, 2002 and 2001 (Canadian $)

	2002	2001
	$	$
ASSETS

CURRENT
Cash and Cash Equivalents	310,679	704,106
Accounts Receivable and Refundable Taxes	787,001	512,363
Prepaid Expenses and Deposits	75,137	138,170

	1,172,817	1,354,639

Deferred Financing Costs	-	15,743
Mineral Properties (Note 4)	30,549,406	25,952,919
Property, Plant and Equipment (Note 5)	8,164,699	8,292,327

	39,886,922	35,615,628


LIABILITIES

CURRENT
Accounts Payable and Accrued Liabilities	1,524,339	941,255
Current Portion of Capital Lease Obligations	17,771	14,662
Current Portion of Deferred Sales Contracts	199,177	225,729
Convertible Loans (Note 7(a))	6,241,525	5,412,993

	7,982,812	6,594,639

Capital Lease Obligations	24,513	12,747
Deferred Sales Contracts (Note 6)	597,530	677,187
Convertible Loans (Note 7(b))	6,500,627	2,835,287
Long-Term Payables (Note 8)	17,301,513	13,912,370

	32,406,995	24,032,230

SHAREHOLDERS' EQUITY

Share Capital (Note 9)	32,958,583	31,835,082
Equity Component of Convertible Loans (Note 7)	4,117,711	2,688,634
Deficit	(29,596,367)	(22,940,318)

	7,479,927	11,583,398

	39,886,922	35,615,628

Nature of Operations (Note 1)
Commitments and Contingent Liabilities (Notes 3 and 4)
Subsequent Event (Note 13)

Approved by the Directors:

"Alvin W. Jackson"

"John A. Greig"

Director

EUROZINC MINING CORPORATION

Consolidated Statements of Operations and Deficit

For the Years Ended December 31, 2002 and 2001 (Canadian $)

	2002	2001
	$	$

OPERATING EXPENSES

Operating and Administration Costs (Schedule 1)	4,073,262	2,896,323
(Gain) on Disposal of Property and Equipment	(252,561)	(3,462)
Write-off Mineral Properties (Note 4 and Schedule 2)	-	100,002

LOSS BEFORE OTHER ITEMS	3,820,701	2,992,863

Interest Income	(4,397)	(21,783)
Reorganization Costs (Note 3(a))	380,805	-
Foreign Exchange Loss (Note 2(d))	2,326,172	201,906

NET LOSS FOR THE YEAR	6,523,281	3,172,986


Deficit, Beginning of the Year	22,940,318	19,767,332

Adjustment Loss on Adoption of New Accounting Standard
for Foreign Currency Translation (Note 2(d))	132,768	-

DEFICIT, END OF THE YEAR	29,596,367	22,940,318


Basic Loss Per Share (Note 2(g))	(0.10)	(0.05)


Weighted Average Number of Shares Outstanding	67,120,598	59,892,300

EUROZINC MINING CORPORATION

Consolidated Statements of Cash Flows

For the Years Ended December 31, 2002 and 2001 (Canadian $)


	2002	2001
	$	$

CASH WAS PROVIDED FROM, UTILIZED (FOR):

OPERATING ACTIVITIES
Net (Loss) for the Year	(6,523,281)	(3,172,986)
Non-Cash Items:
Amortization of Property, Plant and Equipment	154,314	97,189
Amortization of Deferred Financing Costs	15,743	15,742
Interest Accretion of Convertible Loans and Long-Term Payables	2,152,638	742,413
Unrealized Foreign Exchange Loss	2,462,016	318,038
(Gain) on Disposal of Property and Equipment	(252,561)	(3,462)
Write-Off Deferred Exploration Expenditures	-	100,002
Common Shares Issued for Interest Expense	115,131	415,902

	(1,876,000)	(1,487,162)

Changes in Non-Cash Working Capital Accounts
Accounts Receivable and Refundable Taxes	(274,638)	43,719
Prepaid Expenses and Deposits	63,033	(10,704)
Accounts Payable and Accrued Liabilities	583,084	(113,997)

	(1,504,521)	(1,568,144)

INVESTING ACTIVITIES
Acquisition of Property, Plant and Equipment	(6,572)	(37,278)
Mineral Property Expenditures	(4,487,886)	(1,887,958)
Acquisition of PA, net of $405,085 cash acquired (Note 3(a))	-	(1,640,650)

	(4,494,458)	(3,565,886)

FINANCING ACTIVITIES
Shares Issued for Cash, Net of Costs	1,008,370	1,119,687
Capital Lease Payments	(16,463)	(16,631)
Convertible Loan Proceeds	4,613,645	3,311,500

	5,605,552	4,414,556

Decrease in Cash and Cash Equivalents	(393,427)	(719,474)

Cash and Cash Equivalents, Beginning of the Year	704,106	1,423,580

Cash and Cash Equivalents, End of the Year	310,679	704,106


SUPPLEMENTARY DISCLOSURE

NON-CASH INVESTING AND FINANCING ACTIVITIES
Common Shares Issued for Mineral Property (Note 3(b))	-	320,000

Long-Term Payables Issued for Mineral Property (Note 3(a))	-	18,944,364

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 1 - NATURE AND CONTINUANCE OF OPERATIONS

EuroZinc Mining Corporation ("the Company") was formed on April 21, 1999 under the laws of the Province of British Columbia. These financial statements are prepared on the basis that the Company will continue as a going concern, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of operations.

The Company has incurred significant losses to date and has been reliant on external financing of equity and debt. As at December 31, 2002, the Company has an excess of current liabilities over current assets in the amount of $6,809,995. Included in current liabilities is $6,241,525 related to a convertible loan. The Company is in the process of renegotiating the maturity date of this convertible loan presently due on December 31, 2003.

As a result of the acquisition of Pirites Alentejanas, S.A. ("PA") in 2001 (note 3(a)), the Company has incurred long-term payables of $17,301,513 (2001 - $13,912,370) (note 8) to be paid after production commences at PA's Aljustrel zinc project. The ability of the Company to meet these liabilities depends entirely on the development of the project and future profitable operation.

The recoverability of amounts capitalized for mineral properties is dependent upon the existence of economically recoverable reserves, the ability of the Company to arrange appropriate financing to complete the development of the properties, and upon future profitable operation. In addition, the viability of the Company's mineral properties is dependent on increased mineral prices over current market levels.

The ability of the Company to continue as a going concern is dependent upon obtaining the necessary financing to ensure that the Company is able to meet its liabilities and commitments as they come due and to develop and maintain profitable operations. There can be no assurance that a viable financing will be available to the Company. These consolidated financial statements do not reflect any adjustments to the amounts and classifications of assets and liabilities which would be necessary should the Company be unable to continue operations.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

These consolidated financial statements are prepared using Canadian generally accepted accounting principles, as summarized below.

(a)

Consolidated Financial Statements

These financial statements have been prepared on a consolidated basis and include the assets, liabilities and operations of EuroZinc Mining Corporation, its 100% owned U.S. subsidiaries, Castle Creek Mines Inc., N.P.R. (U.S.) Inc., and its Portuguese subsidiaries, 100% owned Portuglobal-Exploracoes Mineiras, Lda., AGC Minas de Portugal, SGPS, Unipessoal, Lda., AGC Minas de Portugal, Unipessoal, Lda., and its 99.6% owned Pirites Alentejanas, S.A. All material intercompany balances and transactions have been eliminated.

(b)

Mineral Properties and Depletion

The amounts shown for mineral properties represent acquisition and exploration costs, less recoveries, incurred to date and do not necessarily reflect present or future values. The Company capitalizes all acquisition, exploration and development costs on a property-by-property basis.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(b)

Mineral Properties and Depletion (Continued)

Mineral property sales proceeds or option payments received for exploration rights are treated as cost recoveries. They are credited first to the cost of mineral properties, and second, to deferred exploration costs with any remaining balance being credited to operations during the year.

Management periodically reviews the carrying value of its investments in mineral properties with internal and external mining related professionals. A decision to abandon, reduce or expand a specific project is based upon many factors including general and specific assessments of mineral reserves, anticipated future mineral prices, the anticipated future costs of exploring, developing and operating a producing mine, the expiration term and ongoing expenses of maintaining leased mineral properties and the likelihood that the Company will continue exploration. The Company does not set a predetermined holding period for properties without proven reserves; however, properties which have not demonstrated suitable metal concentrations at the conclusion of each phase of an exploration program are re-evaluated to determine if future exploration is warranted and their carrying values are appropriate. If a mineral property is abandoned or it is determined that its carrying value cannot be supported by future production or sale, the related costs are charged against operations in the year of abandonment or in the year of determination of value.

If there has been a delay in exploration activity that extends beyond three years, the Company writes off any exploration or acquisition costs related to that property unless persuasive evidence exists to the contrary to support the carrying value as being recoverable.

The accumulated costs of properties that are developed to the stage of commercial production will be amortized to operations by unit-of-production depletion.

(c)

Property, Plant and Equipment

Property, plant and equipment are recorded at cost less accumulated amortization and are amortized using the following methods and rates:

Office Equipment

Declining Balance

20% - 30% Per Annum

Mining Equipment

Straight-Line

8 - 10 Years

Vehicles

Straight-Line

5 Years

Mining Camp Equipment

Straight-Line

3 Years

Computer Software

Straight-Line

2 Years

Buildings and Equipment

Straight-Line

8 - 10 Years

Power Transmission and Distribution System

Straight-Line

8 - 10 Years

Property, plant and equipment that are currently not in use or that are under development will not be amortized until such assets are put in use.

(d)

Foreign Currency Translation

The Company's functional currency is the Canadian dollar. The accounts of integrated foreign operations, which are initially recorded in United States dollars and European Euros, have been translated into Canadian dollars as follows:

Monetary Items

At the exchange rate prevailing at the balance sheet date

Non-Monetary Items

At historical rates

Revenue and Expense Items

At the average exchange rate for the month

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(d)

Foreign Currency Translation (Continued)

Amortization of assets translated at historical exchange rates is translated at the same exchange rates as the assets to which they relate.

All foreign exchange gains or losses are recognized in current operations.

Effective January 01, 2002, the Company has adopted the new accounting standard recommended by the Canadian Institute of Chartered Accountants ("CICA") for the translation of foreign currencies. Foreign exchange gains and losses on long-term debt associated with integrated foreign operations are no longer amortized over the term of the debt, but are charged to earnings in the period they arise. The Company recorded an adjustment to increase opening deficit by $132,768, the amount of unamortized foreign exchange loss on long-term debt as at December 31, 2001.

(e)

Use of Estimates

The preparation of financial statements in conformity with Canadian generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant areas requiring the use of management estimates include the assessment of recoverability of mineral properties and property, plant and equipment, the determination of the amortization period of property, plant and equipment, the estimated amount of accrued liabilities and long-term payables, the determination of tax bases in foreign jurisdictions, and the determination of the equity component of the convertible loans. Actual results may differ from these estimates.

(f)

Share Capital

The Company records proceeds from share issuances net of issue costs. Shares issued for other than cash consideration are valued at the quoted price on the TSX Venture Exchange on the date the agreement to issue the shares is reached.

Shares to be issued which are contingent upon future events or actions are recorded by the Company when it is reasonably determinable that the shares will be issued.

The Company has a share option plan which is described in note 9. Under this plan, options are not granted at less than their market price at the date of grant; accordingly, no compensation expense is recorded on the granting of options under this plan. Any consideration paid by option holders on the exercise of stock options is credited to share capital.

Effective January 01, 2002, the Company has adopted the new CICA accounting standard for stock-based compensation and other stock-based payments which requires that all stock-based awards granted to non-employees be accounted for using the fair value method. As allowed by the new accounting standard, the Company has elected to continue its current policy of not recording any compensation expense on the granting of stock options to employees and directors as the exercise price of the options are not less than their market price at the date of grant. Pro forma disclosure of the compensation expense which would have been recorded under the fair value method is disclosed in note 9.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(g)

Loss per Common Share

Basic loss per share is calculated by dividing loss available to common shareholders by the weighted average number of common shares outstanding in the period. For all periods presented, loss available to common shareholders is equal to the reported loss. Because the Company is reporting a net loss, fully diluted loss per share is not calculated or presented on the consolidated statements of operations and deficit as the issuance of shares on conversion of convertible loans or the exercise of share purchase options and warrants would be anti-dilutive.

(h)

Financial Instruments

The carrying amount of cash and cash equivalents, accounts receivable and refundable taxes, accounts payable and accrued liabilities, capital lease obligations and convertible loans approximates their fair value because of the short term to maturity of these instruments. The fair value of long-term payables is estimated to approximate their carrying values as they reflect current interest rates applicable to the Company.

(i)

Convertible Loans

Convertible loans are recorded in part as debt and in part as shareholders' equity. The Company uses both the "residual valuation of equity component" and/or the "option pricing model valuation of equity component" to determine the debt and equity components of the convertible loans.

Under the residual valuation method, the debt component is determined by estimating the present value of the future cash payments discounted at a rate of interest which the Company would be charged by the market for similar debt without the conversion option. The difference between the proceeds of the loan and the debt component is recorded as the equity component.

Under the option pricing model, the debt component is determined as under the residual valuation method, while the equity component is determined by using the Black-Scholes option pricing model. The debt and equity components are then adjusted on a pro rata basis such that their total equals the proceeds of the loan.

Under both methods, the debt components are accreted to their face value at maturity through a charge to interest expense over the term of the convertible loan.

(j)

Foreign Currency Risk

The Company operates internationally which gives rise to the risk that cash flows may be adversely impacted by exchange rate fluctuations. The Company has not entered into foreign currency contracts to hedge its risk against foreign currency fluctuations.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(k)

Income Taxes

The Company uses the asset and liability method of accounting for income taxes. Under the asset and liability method, future income tax assets and liabilities are determined based on differences between the financial statement carrying values of existing assets and liabilities and their respective income tax bases (temporary differences) and available loss carry forwards. Future income tax assets and liabilities are measured using the enacted tax rates expected to be in effect when the temporary differences are likely to reverse. The effect on future income tax assets and liabilities of a change in tax rates is included in operations in the period in which the change is substantively enacted. The amount of future income tax assets recognized is limited to the amount that is more likely than not to be realized.

(l)

Comparative Figures

Certain comparative figures have been reclassified to conform with the financial statement presentation adopted for the current year.

NOTE 3 - ACQUISITIONS

(a)

Pirites Alentejanas, S.A.

On December 20, 2001, the Company acquired 75.6% of the issued and outstanding shares of Pirites Alentejanas, S.A. ("PA"), from Empresa de Desenvolvimento Mineiro, SGPS, S.A. ("EDM"). The main asset of PA is the Aljustrel zinc project, located in Aljustrel, Portugal. The project includes a mining lease encompassing four sulphide deposits: St. Joao, Moinho, Algares, and Feitais, a fully developed mine and related mining facilities. Under the terms of the purchase agreement, the aggregate face value of the purchase price, expressed in Portuguese Escudos now European Euros, was, using the exchange rate at December 31, 2001, $20,940,000 (14,798,000 Euros). $1,945,735 (1,375,000 Euros) was paid on signing of the purchase agreement with the balance of $18,994,265 (13,423,000 Euros) (note 8) payable as follows:

$6,544,745 (4,625,000 Euros), bearing interest at the London Interbank Borrowing Rate ("LIBOR") and compounded annually, is payable (principal and interest) in annual installments of $2,516,624 (1,750,000 Euros) beginning twelve months after the commencement of production of the Feitais deposit; and

$12,449,520 (8,798,000 Euros), non-interest bearing, is payable, twelve months after the final payment of the $6,544,745 (4,625,000 Euros), in four equal annual installments of $3,114,404 (2,199,500 Euros) and only while production of the Aljustrel project continues.

In addition, the Company is committed to pay to EDM $24,065,000 (16,965,000 Euros) under the terms of a "price participation" clause. The "price participation" which the Company is liable to EDM is an amount equal to the amount of zinc produced and sold from PA's properties times 8% of the price per pound of zinc in excess of US $0.55 whenever the annual zinc settlement price averages over US $0.55 per pound. This price participation is payable for a period of ten years and the base price of US $0.55 will be adjusted after five years to account for the effects of inflation. These payments will be accounted for as an increase in the cost of the acquired assets at the time the payments become due.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 3 - ACQUISITIONS (CONTINUED)

(a)

Pirites Alentejanas, S.A. (Continued)

The transaction has been accounted for as a purchase and the assets acquired and the liabilities assumed were recorded at management's best estimate of fair value. The results of operations of PA have been included in the Company's consolidated financial statements as of the date of acquisition. The long-term payables associated with the purchase price have been discounted and recorded at their estimated (fair) present value (note 8). These payables will be accreted to their face value over the estimated term of the long-term payables through a charge to interest expense.

The following table summarizes the estimated fair value of the assets acquired and liabilities assumed at the date of acquisition:

Net Identifiable Assets Acquired:		$
Cash		405,085
Accounts Receivable		398,768
Mineral Properties		8,388,096
Property, Plant and Equipment		8,203,746
Long-Term Payables (note 8)		(2,031,440)
Accounts Payable		(1,437,590)

		13,926,665

Fair Value of Purchase Price:
Cash Paid		1,945,735
Long-Term Payables (note 8)		11,880,930
Acquisition Costs		100,000

		13,926,665

In 2002, the Company applied and received approval from the Portuguese courts to re-organize the capital structure of PA. Accordingly, the Company's ownership of PA increased from 75.6% to 99.6%. Additional acquisition costs of $108,601 were incurred and capitalized to mineral properties in 2002; reorganization costs of $380,805 have been charged to operations in 2002.

(b)

NPR (U.S.) Inc.

On June 06, 2001, the Company acquired 100% of N.P.R. (U.S.) Inc. ("NPR"), a Nevada registered company, from Vaaldiam Resources Ltd. ("Vaaldiam") by issuing 1,000,000 common shares of the Company with a fair value of $320,000. NPR's major asset is the Crypto zinc mineral property located in Juab County, Utah. This acquisition has been accounted for by the purchase method and the total purchase price, including costs, of $346,213 has been allocated to mineral properties.

The purchase agreement also provides for an additional amount payable of $1,000,000 once financing to bring the Crypto zinc mineral property to production has been secured. This payment will be accounted for as an increase to mineral properties at the time this balance becomes due. A royalty of 1.5% of Net Smelter Return is payable to Vaaldiam upon commencement of production.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 4 - MINERAL PROPERTIES

Accumulated costs in respect of the mineral properties consist of the following:

	Deferred exploration costs (Schedule 2)			Acquisition costs (Schedule 2)				Balance
2002	Balance	Additions	Balance	Balance		Balance		December 31,
	December 31,	net of	December 31,	December 31,		December 31,		2002
	2001	Recoveries	2002	2001	Additions	2002	Write-offs	Total
	$	$	$	$	$	$	$	$
Development Projects
Portugal
Aljustrel Project	15,300,229	4,425,432	19,725,661	8,878,696	108,601	8,987,297	-	28,712,958
Malhadinha Concession	1,427,691	53,026	1,480,717	-	-	-	-	1,480,717

	16,727,920	4,478,458	21,206,378	8,878,696	108,601	8,987,297	-	30,193,675

Exploration Projects
United States
Crypto Property	90	9,428	9,518	346,213	-	346,213	-	355,731

	16,728,010	4,487,886	21,215,896	9,224,909	108,601	9,333,510	-	30,549,406

	Deferred exploration costs (Schedule 2)			Acquisition costs (Schedule 2)				Balance
2001	Balance	Additions	Balance	Balance		Balance		December 31,
	December 31,	net of	December 31,	December 31,		December 31,		2001
	2000	Recoveries	2001	2000	Additions	2001	Write-offs	Total
	$	$	$	$	$	$	$	$
Development Projects
Portugal
Aljustrel Project	13,414,794	1,885,435	15,300,229	490,600	8,388,096	8,878,696	-	24,178,925
Malhadinha Concession	1,425,258	2,433	1,427,691	-	-	-	-	1,427,691

	14,840,052	1,887,868	16,727,920	490,600	8,388,096	8,878,696	-	25,606,616

Exploration Projects
United States
CAL Mineral Claims	-	-	-	1	-	1	(1)	-
Crypto Property	-	90	90	-	346,213	346,213	-	346,303

	-	90	90	1	346,213	346,214	(1)	346,303

Canada
Snare Joint Ventures,
Northwest Territories	100,000	-	100,000	-	-	-	(100,000)	-
Chu Chua, B.C.	1	-	1	-	-	-	(1)	-

	14,940,053	1,887,958	16,828,011	490,601	8,734,309	9,224,910	(100,002)	25,952,919

Portugal

Aljustrel Zinc Project

On December 20, 2001, the Company acquired PA, which owns the Aljustrel mining lease, a fully developed mine and associated mining facilities (note (3(a)). The Company had completed a positive Feasibility study on the project in June 2000 and subsequently updated the study in February 2001. The Company incurred a total of $4,425,432 in exploration expenditures in 2002 (2001 - $1,885,435).

Malhadinha Zinc Concession (formerly two concessions Estacao and Malhadinha)

Malhadinha is an exploration concession which comprises what were formerly two separate concessions, Estacao and Malhadinha. The concession surrounds the Aljustrel mining lease. The term of the concession is two years with the right to renew on an annual basis for up to three years. At the end of each renewal year, the Company must reduce the concession by 50% and submit a new work program. The Company completed its fourth year of exploration on September 30, 2002, having met its work commitments to date and is in the process of applying for a third extension period.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 4 - MINERAL PROPERTIES (CONTINUED)

United States

CAL Mineral Claims

Nominal acquisition costs of $1 was written-off and charged to operations in 2001 as the related mineral claims were abandoned.

Crypto Zinc Property

On June 06, 2001, the Company acquired N.P.R. (U.S.) Inc., holder of the Crypto zinc property located in Juab County, Utah, from Vaaldiam Resources Ltd. (note 3(b)). The Crypto property comprises of 40 unpatented claims and 14 patented claims, totalling approximately 963 acres.

Canada

Snare Joint Ventures

Deferred exploration costs of $100,000 were written-off and charged to operations in 2001 as the related mineral claims were abandoned.

Chu Chua

Deferred exploration costs of $1 was written-off and charged to operations in 2001 as the related mineral claims were abandoned.

NOTE 5 - PROPERTY, PLANT AND EQUIPMENT

		Accumulated	Net book
	Cost	amortization	value
2002	$	$	$
Office Equipment	319,089	193,857	125,232
Mining Equipment	1,164,083	20,043	1,144,040
Vehicles	507,353	176,568	330,785
Computer Software	24,250	23,672	578
Buildings and Equipment	6,386,525	-	6,386,525
Power Transmission and Distribution System	177,539	-	177,539

	8,578,839	414,140	8,164,699

2001	$	$	$
Office Equipment	303,807	156,070	147,737
Mining Equipment	1,167,160	20,213	1,146,947
Vehicles	470,521	82,200	388,321
Computer Software	24,029	21,457	2,572
Buildings and Equipment	6,431,374	-	6,431,374
Power Transmission and Distribution System	175,376	-	175,376

	8,572,267	279,940	8,292,327

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 6 - DEFERRED SALES CONTRACTS

The Company's Portuguese subsidiary, PA, has entered into sales contracts with certain employees (purchasers), whereby PA has agreed to sell certain residential housing units to the purchasers. Title to the housing units is transferred from PA to the purchasers upon receipt of the final payment pursuant to the contract. Upon transfer of title, PA records the sale and resultant gain or loss on the disposition of the property. As at December 31, 2002, PA has received amounts totalling $796,707 (2001 - $902,916) pursuant to such agreements relating to units whose title has yet to be transferred to the purchasers.

NOTE 7 - CONVERTIBLE LOANS

The Company has two convertible loan facilities with Resource Capital Fund ("RCF"), a venture capital firm based in Denver, Colorado and the largest shareholder of the Company. Under the terms of the two loan facilities, RCF is entitled to convert all or any portion of the loans outstanding into common shares of the Company.

(a)

US $4,000,000 Convertible Loan

Terms of this US $4,000,000 convertible loan, drawn in 1999 and 2000 and originally entered into in April 1999, were amended in October 2002. Under the terms of the amended agreement, this loan matures on December 31, 2003 and is convertible into common shares of the Company at Cdn. $0.25 on the first US $2,000,000 and Cdn. $0.33 on the remaining US $2,000,000. Conversion into common shares is based on a fixed exchange rate of US $0.67 for one Canadian dollar. (Under the terms of the original agreement, the loan's maturity date was December 31, 2002 and the conversion price ranged from Cdn. $0.40 to Cdn. $0.80).

This convertible loan bears interest at LIBOR plus 1.5% per annum, compounded monthly and is secured by a general security agreement on all of the tangible and intangible assets of the Company. Interest is payable semi-annually with the principal maturing on December 31, 2003. Interest on the convertible loan may be payable in either cash or common share, the number of which is calculated based on the average daily price of the common share for the ten trading days preceding the interest payment. In 2002, the Company issued 795,651 common shares as payment for $115,131 in interest payable (2001 - 1,841,992 common shares were issued for $415,902 in interest payable). To December 31, 2002, the Company has issued a total of 3,221,469 common shares as payment for $826,758 in interest since inception of the loan facility. As at December 31, 2002, the Company has accrued interest payable of $154,823 on this loan.

The equity value of the conversion feature of this convertible loan was estimated at $2,160,421 and is included as a separate component of the shareholders' equity. The equity value was calculated using the "residual valuation of equity component" method and is the difference between the loan proceeds received and the fair value of the loan which was determined based on its present value using a discount rate of 15%.

This convertible loan is accreted to its face value at maturity over the term of the debt through a charge to interest expense. Interest expense relating to the accretion of this convertible loan totalled $861,677 in 2002 and has been charged to operations (2001 - $742,413).

(b)

US $5,059,235 Convertible Loan

The second facility made available to the Company is US $5,059,235 of which US $2,109,235 (Cdn. $3,363,500 at the exchange rate at December 31, 2001) and US $2,950,000 (Cdn. $4,659,819 at the exchange rate at December 31, 2002) were drawn by the Company in 2001 and 2002, respectively. This convertible loan bears interest at LIBOR plus 3.0% per annum, compounded quarterly and is secured by a general security agreement on all of the tangible and intangible assets of the Company. Interest is payable semi-annually with the principal maturing on December 31, 2004. Interest on the convertible loan may be payable in either cash or common share, the number of which is calculated based on the average daily price of the common share for the ten trading days preceding the interest payment. As at December 31, 2002, the Company has accrued interest payable of $291,585 on this loan.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 7 - CONVERTIBLE LOANS (CONTINUED)

(b)

US $5,059,235 Convertible Loan (Continued)

The conversion prices for this convertible loan facility are as follows:

Amount (US $)	Conversion Price (Cdn. $) and Exchange Rate

75,000	$0.15 per share through September 18, 2003 increasing by $0.05 on each subsequent September 18 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.57.
234,235	$0.15 per share through October 02, 2003 increasing by $0.05 on each subsequent October 02 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.57.
150,000	$0.10 per share through October 29, 2003 increasing by $0.05 on each subsequent October 29 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.57.
150,000	$0.10 per share through November 29, 2003 increasing by $0.05 on each subsequent November 29 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.57.
2,000,000	$0.15 per share through December 22, 2003 increasing by $0.05 on each subsequent December 22 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.57.
350,000	$0.15 per share through May 10, 2004 increasing by $0.05 on each subsequent May 10 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.57.
600,000	$0.14 per share through June 24, 2004 increasing by $0.05 on each subsequent June 24 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.53.
600,000	$0.10 per share through August 19, 2004 increasing by $0.05 on each subsequent August 19 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.56.
900,000	$0.10 per share through October 07, 2004 increasing by $0.05 on each subsequent October 07 while the conversion rights remain outstanding; exchange rate fixed at US $1 for Cdn $1.58.

5,059,235

The equity value of the conversion feature of this convertible loan was estimated at $1,957,290 and is included as a separate component of the shareholders' equity. The equity value on the advances received in 2001, $528,213, was calculated using the Black-Scholes option pricing model assuming an expected stock price volatility of 60%, a risk-free interest rate of 4%, expected life of options ranging from 2.00 years to 2.25 years and expected dividend yield of 0%. The equity value of the convertible loan on the advances received in 2002, $1,429,077, was calculated using the "residual valuation of equity component" method and is the difference between the loan proceeds received and the fair value of the advances which was determined based on its present value using a discount rate of 15%.

This convertible loan is accreted to its face value at maturity over the term of the debt through a charge to interest expense. Interest expense relating to the accretion of this convertible loan totalled $477,057 in 2002 and has been charged to operations (2001 - $20,961).

NOTE 8 - LONG-TERM PAYABLES

	Face Value		Recorded Value (Cdn. $)
	Euros	Cdn. $ (At the exchange rate at December 31, 2002)	Balance December 31, 2001	Interest Expense (Actual and On Accretion of Long-Term Payables)	Foreign Exchange Loss	Balance December 31, 2002
To EDM - Outstanding Debt on Acquisition of PA (note 3(a))
Interest Bearing Debt - Principal and Interest(1)	4,678,682	7,747,897	6,544,745	105,466	1,097,686	7,747,897

Non-Interest Bearing Debt (2)	8,798,000	14,569,488	5,336,185	605,561	996,551	6,938,297

To Other Creditors - Payables Assumed on Acquisition of PA (3)	2,951,280	4,887,320	2,031,440	208,343	375,536	2,615,319

	16,427,962	27,204,705	13,912,370	919,370	2,469,773	17,301,513

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 8 - LONG-TERM PAYABLES (CONTINUED)

(1) - $7,747,897 (4,678,682 Euros), bearing interest at the LIBOR and compounded annually, is payable (principal and interest) in annual installments of $2,516,624 (1,750,000 Euros) beginning twelve months after the commencement of production of the Feitais deposit (note 3(a)). As the debt is interest bearing, the recorded value is the same as the face value. Interest expense of $105,466 has been charged to operations in 2002 (2001 - Nil).

(2) - $14,569,488 (8,798,000 Euros), non-interest bearing, is payable, twelve months after the final payment of the $7,747,897 (4,678,682 Euros), in four equal annual installments of $3,642,372 (2,199,500 Euros) and only while production of the Aljustrel project continues. The recorded value, originally calculated by discounting the estimated future cash flows by 12%, is accreted to its face value over the term of the debt through a charge to interest expense. Interest expense relating to the accretion of this convertible loan totalled $605,561 and has been charged to operations in 2002 (2001 - Nil).

(3) - The Company assumed payables owing to previous creditors of PA from EDM. Payment of these amounts, which are non-interest bearing, will start three years after production commences at the Aljustrel property. The payments will be paid semi-annually in equal installments over a five year period. The recorded value, originally calculated by discounting the estimated future cash flows by 12%, is accreted to its face value over the term of the debt through a charge to interest expense. Interest expense relating to the accretion of this convertible loan totalled $208,343 and has been charged to operations in 2002 (2001 - Nil).

NOTE 9 - SHARE CAPITAL

COMMON SHARES

Authorized: 200,000,000 without par value

*Issued and Outstanding:*	Number	Amount
	of shares	$

Balance, December 31, 2000	56,604,456	29,979,493

Issued during the year ended December 31, 2001:
For cash:
Exercise of warrants	2,604,910	1,119,687
For interest payable (note 7(a))	1,841,992	415,902
For property acquisition (note 3(b))	1,000,000	320,000

Balance, December 31, 2001	62,051,358	31,835,082

Issued during the year ended December 31, 2002:
For cash on Rights Offering, net of costs of $101,554	7,399,493	1,008,370
For interest payable (note 7(a))	795,651	115,131

Balance, December 31, 2002	70,246,502	32,958,583

Shares issued for non-cash consideration have been recorded at their market value at the date of issuance.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 9 - SHARE CAPITAL (CONTINUED)

SHARE PURCHASE OPTIONS		Weighted
	Number	average
	of options	exercise price

Balance, December 31, 2000	4,972,850	0.59

Granted	2,425,075	0.33
Cancelled	(1,152,350)	0.53

Balance, December 31, 2001	6,245,575	0.35

Granted	5,460,000	0.10
Expired	(335,000)	0.36
Cancelled	(3,373,070)	0.37

Balance, December 31, 2002	7,997,505	0.17

At December 31, 2002, the Company has the following options outstanding.

	Options outstanding			Options exercisable
		Weighted	Weighted		Weighted
		average	average		average
Range of	Number	remaining	exercise	Number	exercise
exercise prices	of shares	contractual life	price	exercisable	price

$0.15 to $0.56	7,997,505	4.01 years	0.17	7,997,505	0.17

The options outstanding at December 31, 2002 will expire between June 19, 2003 and December 10, 2007.

As described in note 2(f), the Company does not use the fair value method of accounting for share option granted to employees and directors. Had the Company followed the fair value method of accounting, the Company would have recorded a compensation expense of $407,900 in 2002 with respect to its employee and director share options. The fair value for these options was estimated at the date of grant using the Black-Scholes option pricing model assuming a risk-free interest rate of 4.0%; dividend yield of 0%; a stock price volatility of 97%; and an expected life of the options of 5 years. Because the Company's employee stock options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management's opinion, the existing models do not necessarily provide a reliable single measure of the fair value of its employee stock options.

Pro forma information regarding net loss and loss per share had the Company accounted for its employee stock options under the fair value method are as follows:

		2002
		$

Net Loss as Reported		6,523,281
Compensation Expense		407,900

Pro Forma Loss		6,931,181
Pro Forma Loss per Common Share,
Basic and Diluted		0.10

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 9 - SHARE CAPITAL (CONTINUED)

SHARE PURCHASE WARRANTS
	Number	Purchase price
	of warrants	per share

Balance, December 31, 2000	12,097,186	0.40 - 0.92

Exercised	(2,604,910)	0.35 - 0.46
Cancelled	(4,026,607)	0.35 - 0.50

Balance, December 31, 2001	5,465,669	0.40 - 0.45

Issued (1)	6,964,984	0.10 - 0.25
Cancelled	(5,465,669)	0.40 - 0.45

Balance, December 31, 2002	6,964,984	0.10 - 0.25

(1) - Issued to RCF for amending the terms of the US $4,000,000 convertible loan and for providing the US $5,059,235 convertible loan (notes 7(a) and (b)).

The share purchase warrants outstanding at December 31, 2002 will expire between December 31, 2003 and October 07, 2004.

NOTE 10 - RELATED PARTY TRANSACTIONS

	2002	2001
	$	$
In addition to those transactions disclosed elsewhere in these financial statements, the Company had the following transactions with related parties:

Consulting and Management Fees	237,798	150,124
Consulting and management fees paid to three Directors, a company controlled by the President of the Company, and the former Chairman of the Board as compensation for services performed.

Rent Expenses	6,000	6,000
Rent expenses are net of those charged to a company, some of whose directors and shareholders were also directors and shareholders of the Company.

NOTE 11 - INCOME TAXES

The Company operates in a specialized industry and in several tax jurisdictions; accordingly, its operations are subject to varying rates of taxation.

The Company has not recognized the benefits of the non-capital tax loss carry forward balances; accordingly, no income tax recovery has been recorded in any of the two years ended December 31, 2002. The future income tax assets and liabilities are calculated at the substantively enacted rates in Canada and Portugal of 39.6% and 30.0% respectively.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 11 - INCOME TAXES (CONTINUED)

Future income taxes are determined as follows:

	2002	2001
	$	$

Future income tax assets:
Tax benefit of losses carried forward	30,069,909	43,996,000
Tax value in excess of net book value	7,033,268	8,415,000
Resource pools	2,861,504	-
Others	108,538	362,000

	40,073,219	52,773,000
Valuation allowance	(31,194,912)	(45,089,000)

	8,878,307	7,684,000
Future income tax liabilities on Portuguese entities:
Resource properties	(8,878,307)	(7,684,000)

Net future income tax	-	-

The Company has non-capital losses of $7,388,118 in Canada and $90,480,713 in Portugal available for carry-forward to offset future taxable income. No future benefit for these losses has been recognized in these consolidated financial statements. The losses expire as follows:

	Canada	Portugal
Year	$	$

2003	367,426	32,444,593
2004	767,630	24,499,287
2005	474,824	16,911,010
2006	1,230,649	12,443,781
2007	2,016,366	3,915,648
2008	2,215,486	266,394
2009	315,737	-

	7,388,118	90,480,713

The Company also has Canadian and foreign resource tax pools totalling, respectively, $2,470,175 and $4,755,844, which do not expire.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 12 - SEGMENTED INFORMATION

In the opinion of management, the Company operates in one industry segment, being the exploration of mineral properties. Management of the Company makes decisions about allocating resources based on the one operating segment. A geographic summary of mineral properties and property, plant and equipment by country is as follows:

	Portugal		United States		Canada		Total
	2002	2001	2002	2001	2002	2001	2002	2001
	$	$	$	$	$	$	$	$

Mineral Properties	30,193,675	25,606,616	355,731	346,303	-	-	30,549,406	25,952,919

Property, Plant and Equipment	8,138,015	8,254,368	-	-	26,684	37,959	8,164,699	8,292,327

	38,331,690	33,860,984	355,731	346,303	26,684	37,959	38,714,105	34,245,246

NOTE 13 - SUBSEQUENT EVENT

On January 13, 2003, the Company received an additional US $1,000,000 loan from RCF under the same terms as the Convertible Loan described in note 7(b).

NOTE 14 - DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES

The Company prepares its consolidated financial statements in accordance with accounting principles generally accepted in Canada ("Cdn GAAP") which differ in certain respects from those principles that the Company would have followed had its consolidated financial statements been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") and from practices prescribed by the Securities and Exchange Commission ("SEC"). Material measurement differences to these consolidated financial statements are as follows:

Applying U.S. GAAP, the consolidated balance sheets would be adjusted as follows:

	December 31, 2002		December 31, 2001
	U.S. GAAP	Cdn GAAP	U.S. GAAP	Cdn GAAP
	$ (Cdn)	$ (Cdn)	$ (Cdn)	$ (Cdn)
Assets
Current Assets and Deferred Finance Costs	1,172,817	1,172,817	1,370,382	1,370,382
Mineral Properties (a), (c)	16,986,258	30,549,406	12,399,199	25,952,919
Property, Plant and Equipment	8,164,699	8,164,699	8,292,327	8,292,327

	26,323,774	39,886,922	22,061,908	35,615,628

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 14 - DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (CONTINUED)

	December 31, 2002		December 31, 2001
	U.S. GAAP	Cdn GAAP	U.S. GAAP	Cdn GAAP
	$ (Cdn)	$ (Cdn)	$ (Cdn)	$ (Cdn)
Liabilities
Other Current Liabilities	1,524,339	1,524,339	1,074,023	941,255
Capital Lease Obligations	42,284	42,284	27,409	27,409
Convertible Loans (d)	14,309,968	12,742,152	9,730,790	8,248,280
Long-Term Payables	17,301,513	17,301,513	13,912,370	13,912,370
Deferred Sales Contract	796,707	796,707	902,916	902,916

	33,974,811	32,406,995	25,647,508	24,032,230


Shareholders' Equity (Deficiency)
Share Capital (b)	33,939,398	32,958,583	32,815,897	31,835,082
Convertible Loans - Equity Component (d)	2,798,507	4,117,711	2,798,507	2,688,634
Deficit	(44,388,942)	(29,596,367)	(39,200,004)	(22,940,318)

	(7,651,037)	7,479,927	(3,585,600)	11,583,398

	26,323,774	39,886,922	22,061,908	35,615,628

The effect of measurement differences between Cdn GAAP and U.S. GAAP on the Company's net loss for the years ended December 31, 2002, 2001, and 2000 is summarized below:

	Years Ended December 31,
	2002	2001	2000
	$ (Cdn)	$ (Cdn)	$ (Cdn)

Net Loss for the Year in Accordance with Cdn GAAP	(6,523,281)	(3,172,986)	(2,501,729)

Effects of Differences in Accounts for:
Exploration and Development Costs (a)
Reverse Write-off of Deferred Exploration Costs
Expensed under U.S. GAAP in Prior Years	-	100,002	8,572
Less Current Year Deferred Exploration Costs	(9,428)	(90)	(2,733,683)
Stock Compensation Expense (b)	-	(101,548)	(148,017)
Convertible Loans (d)	1,335,172	774,903	(570,550)
Foreign Exchange (e)	8,599	(269,012)	(78,991)

Net Loss for the Year in Accordance with U.S. GAAP	(5,188,938)	(2,668,731)	(6,024,398)


Loss per Share under U.S. GAAP:
Basic and Diluted	(0.08)	(0.05)	(0.11)

Weighted Average Number of Shares Outstanding:
Basic and Diluted	67,120,598	59,892,300	52,702,125

Basic and diluted weighted average number of shares is same under U.S. GAAP and Cdn GAAP.

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 14 - DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (CONTINUED)

(a)

Mineral Properties and Exploration Costs

Under U.S. GAAP and practices prescribed by the SEC, mineral property exploration expenditures relating to mineral properties for which commercial feasibility has not yet been established, are expensed as incurred. In addition, land use costs are expensed as incurred. Under Canadian GAAP, these costs are deferred and amortized over the estimated life of the property following the commencement of commercial production, or written-off if the property is sold, allowed to lapse, or abandoned.

All exploration expenditures in 2002 and 2001 relating to mineral properties, other than the Aljustrel project, were expensed.

The Company completed a feasibility study with respect to the Aljustrel project in June 2000 and subsequently updated in February 2001. For U.S. GAAP purposes, the Company expensed all exploration expenditure incurred prior to obtaining the feasibility study.

(b)

Compensation Expense

For U.S. GAAP purposes, the Company has elected under Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based Compensation" ("SFAS 123"), to continue to apply the intrinsic value method of accounting for employee stock-based compensation under APB 25 "Accounting for Stock Issued to Employees" and related interpretations. Under the intrinsic value method, stock option compensation is the excess, if any, of the quoted market value of the stock at the measurement date of the grant over the amount an optionee must pay to acquire the stock. No compensation expense was required to be recognized in the three years ended December 31, 2002.

During the year ended December 31, 2002, the Company granted Nil (2001 - 234,250; 2000 - 200,000) options to non-employees for consulting services. For U.S. GAAP purposes, options granted to non-employee consultants are required to be measured and recognized at their fair value as the services are provided and the options are earned. Compensation expense recognized for the year ended December 31, 2002 totalled Nil (2001 - $88,137; 2000 - $148,017). On May 18, 2001, 559,295 non-employee options had their exercise prices reduced. For U.S. GAAP purposes, a modification of the terms of an award that make it more valuable should be treated as an exchange of the original award for a new award. Incremental compensation expenses recognized during the year ended December 31, 2002 totalled Nil (2001 - $13,411; 2000 - Nil).

The fair value of options granted to non-employees was estimated using the Black-Scholes option pricing model with the following weighted average assumptions:

	2001	2000

Expected Dividend Yield	-	-
Expected Stock Price Volatility	95%	60%
Risk-Free Interest Rate	5.12%	5.00%
Expected Life of Options	5 years	5 years

EUROZINC MINING CORPORATION

Notes to the Consolidated Financial Statements

For the Years Ended December 31, 2002 and 2001 (Canadian $)

NOTE 14 - DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (CONTINUED)

(b)

Compensation Expense (Continued)

During the year ended December 31, 2001, 2,382,455 employee options with exercise prices ranging from $0.45 to $1.00 per share were reduced to $0.36 to $0.40 per share. There are no changes to the options' exercise price in 2002. For accounting purposes, all resulting repriced options are considered to be variable plan options requiring variable accounting from the date of modification to the date the award are exercised, forfeited or expire to the extent that the market price at the reporting date exceeds the new exercise price. As the market price of the Company's common shares at December 31, 2001 was less than the revised exercise price, no incremental compensation expense was required to be recognized for these variable options in fiscal year 2001.

(c)

Income Taxes

The Company uses the asset and liability method to account for income taxes pursuant to Section 3465 of the CICA Handbook which is substantially consistent with Statement of Financial Accounting Standards No. 109 ("SFAS 109") "Accounting for Income Taxes".

As described in note 11, the Company has future income tax assets related to its Canadian operations calculated at the substantively enacted rate in Canada of 39.6% which is also the enacted rate at December 31, 2002. For U.S. GAAP purposes, SFAS 109 requires deferred tax assets to be measured at only enacted tax rates. Measuring Canadian deferred tax assets at enacted tax rates for U.S. GAAP purposes would not impact reported tax expense, net assets, or loss.

(d)

Convertible Loans

Under Cdn GAAP, a value is assigned to the conversion feature of debt convertible to equity and is recorded as a separate component of shareholders' equity. Under U.S. GAAP, a value is assigned to the conversion feature of debt convertible to equity only if the conversion rate is less than the market value of the Company's common stock at the date of the advance. Any such beneficial conversion feature is amortized to interest expense over the term to maturity of the convertible loans. The remaining unamortized balance is recorded as a discount on the convertible loans. Applying U.S. GAAP, the beneficial conversion feature in equity and convertible loan balances would, at December 31, 2002, decrease by $1,319,204 (2001 - increase by $109,873) and increase by $1,567,816 (2001 - $1,482,510), respectively. Interest expense under U.S. GAAP for the year ended December 31, 2002 would decrease by $1,335,172 (2001 - decrease by $774,903; 2000 - increase by $570,550).

(e)

Foreign Exchange

Until December 31, 2001, foreign exchange gains or losses on long-term debts were deferred and amortized on a straight-line basis over the term of the debts under Cdn GAAP. For U.S. GAAP purposes, these unrealized gains and losses are included in income immediately. Effective January 01, 2002, Cdn GAAP requires companies to recognize foreign exchange gains or losses on long-term debts in the period they arise. Accordingly, under U.S. GAAP, the Company's foreign exchange loss for the year ended December 31, 2002 would increase by Nil (2001 - $269,012; 2000 - $78,991).

(f)

Investment in Joint Venture

Under U.S. GAAP, the investment in joint venture would be accounted for under the equity method, whereas Cdn GAAP requires that joint ventures be proportionately consolidated. This difference would have no impact on the reported net earnings or stockholders' equity of the Company for the years presented. The investment in joint ventures has been included in mineral properties. As the amounts are nominal for all years presented, no reclassification to investment in joint venture has been presented.

EUROZINC MINING CORPORATION

Schedule 1 - Consolidated Operating and Administration Costs

For the Years Ended December 31, 2002 and 2001 (Canadian $)

	2002	2001
	$	$

Accounting and Legal	164,106	200,957
Amortization	154,314	97,189
Consulting Fees	125,593	409,996
Insurance	31,413	26,934
Filing and Transfer Agent Fees	24,066	19,702
Interest Paid or Payable on Convertible Loans and Long-Term Payables	717,974	379,157
Interest on Accretion of Convertible Loans and Long-Term Payables	2,152,638	742,413
Investor Relations	71,407	64,781
Management Fees	124,605	150,124
Office	70,541	114,383
Printing	46,287	49,066
Rent	23,207	147,235
Travel	109,431	97,998
Wages	263,576	501,047

	4,079,158	3,000,982

Costs Recovered	(5,896)	(104,659)

	4,073,262	2,896,323

EUROZINC MINING CORPORATION

Schedule 2 - Consolidated Deferred Acquisition and Exploration Expenses

For the Years Ended December 31, 2002 and 2001 (Canadian $)

	Aljustrel	Malhadinha	Other	Total
	$	$	$	$
2002
Exploration Costs, Beginning of Year	15,300,229	1,427,691	90	16,728,010

Exploration Costs:
Drilling	-	45,702	-	45,702
Electricity	460,656	-	-	460,656
Engineering	223,689	-	-	223,689
Environmental and Geotechnical	29,580	-	-	29,580
Equipment Maintenance	204,126	-	-	204,126
Geology	155,755	-	1,830	157,585
Materials and Supplies	428,745	-	-	428,745
Project Salaries	643,990	-	-	643,990
Property and Miscellaneous Taxes	80,778	-	7,598	88,376
Security	187,250	-	-	187,250
Site Office	533,935	7,324	-	541,259
Wages	1,476,928	-	-	1,476,928

	4,425,432	53,026	9,428	4,487,886

Exploration Costs, End of Year	19,725,661	1,480,717	9,518	21,215,896

Acquisition Costs, Beginning of Year	8,878,696	-	346,213	9,224,909

Acquisitions During the Year (Note 3a)	108,601	-	-	108,601

Acquisition and Exploration Costs, End of Year	28,712,958	1,480,717	355,731	30,549,406


2001
Exploration Costs, Beginning of Year	13,414,794	1,425,258	100,001	14,940,053

Exploration Costs:
Assaying	1,611	-	-	1,611
Engineering	349,510	-	-	349,510
Environmental and Geotechnical	28,823	-	-	28,823
Geology	359,067	-	-	359,067
Geophysical Survey	-	8,150	-	8,150
Metallurgy	304,703	-	-	304,703
Project Salaries	571,236	-	-	571,236
Site Office	270,485	1,583	90	272,158

	1,885,435	9,733	90	1,895,258

Recovery	-	(7,300)	-	(7,300)

	1,885,435	2,433	90	1,887,958

Write-Down of Exploration Costs	-	-	(100,001)	(100,001)

Exploration Costs, End of Year	15,300,229	1,427,691	90	16,728,010

Acquisition Costs, Beginning of Year	490,600	-	1	490,601

Acquisitions During the Year (Note 3a)	8,388,096	-	346,213	8,734,309

Write-Off Acquisition Costs	-	-	(1)	(1)

Acquisition and Exploration Costs, End of Year	24,178,925	1,427,691	346,303	25,952,919

ITEM 18

FINANCIAL STATEMENTS

See Item 17.

ITEM 19

EXHIBITS

The following exhibits are attached and incorporated herein:

	Description of Document
1.1	Certificate of Incorporation	*
1.2	By-Laws	*
4.1	Agreement dated December 15, 1999, as amended April 11, 2001, between the Company and Green Spot Enterprises Ltd. (Contractor providing services of Alvin Jackson, President and Chief Operating Officer)	*
4.2	Employment Agreement dated December 15, 1999, as amended April 12, 2001, between the Company and Ronald A. Ewing	*
4.3	Agreement dated December 15, 1999, as amended April 12, 2001, between the Company and JAG Holdings Ltd. (Contractor providing services of John Greig)	*
4.4	Employment Agreement dated December 15, 1999, between the Company and Kenneth Lowe	*
4.5	Letter Agreement dated February 8, 2001, between the Company and Warrior, a division of Standard Bank London, regarding financing for the Aljustrel Project	*
4.6	Amendment, dated March 27, 2001, to Agreement dated April 29, 1998, between PA and AGC, re: Aljustrel (AGC Minas De Portugal, SGPS, Unipessoal, Ltda., is also a party to the Amendment)	*
4.7	Share Purchase Agreement, dated June 6, 2001, among the Company, Vaaldiam Resources Ltd. and N.P.R. (US) Inc., regarding acquisition by the Company of N.P.R. (US), holder of Crypto property interests	*
4.8	Agreement, dated December 20, 2001, among the Company, EDM and AGC SGPS, regarding acquisition by the Company of EDM interest in PA	*
8	Subsidiaries of the Company	*

	12.1	Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
	12.2	Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
	13.1	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
	13.2	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

*Previously filed.

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant certifies that it meets all of the requirements for filing on Form 20-F and has duly caused this Amendment No. 1 to the Annual Report on Form 20-F to be signed on its behalf by the undersigned, thereunto duly authorized.

EUROZINC MINING CORPORATION

Registrant

By:

/s/ Ronald A. Ewing

Name: Ronald A. Ewing

Title: Executive Vice President, Corporate Affairs

Date:

April 5, 2005