0001204459-09-000632 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • April 10th, 2009 • Lundin Mining CORP • Metal mining • Ontario

Based upon and subject to the terms and conditions set out in this agreement (the “Underwriting Agreement”), GMP Securities L.P. (the “Lead Underwriter”), BMO Nesbitt Burns Inc., Scotia Capital Inc., Canaccord Capital Corporation, Cormark Securities Inc., Dundee Securities Corporation, Haywood Securities Inc. and Macquarie Capital Markets Canada Ltd. (together with the Lead Underwriter, the “Underwriters”) hereby offer to purchase from Lundin Mining Corporation (the “Company”) and the Company hereby agrees to sell to the Underwriters 80,000,000 common shares of the Company (the “Purchased Shares”), at a price of $2.05 per Purchased Share, for gross proceeds to the Company of $164,000,000.

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