31.2.8 Securities Receipt Against Payment Confirmation

GS-12684, 22-FEB-1998,

Goldman Sachs, Toronto, CANADA

# 602, South End Towers,

JFK Avenue,

New York,

U.S.A.

ZIP-897-643-260

Sub: Confirmation of Receipt of Securities Against Payment.

Kind Attention: Ms. Andy Ryan,

Treasury Officer,

Securities Department.

Dear Sir/Madam,

We hereby confirm that as per your instructions to us, we have received the following securities against payment as per the details shown below:

Table 31-11 Header

Header Details

Your Reference

16832

Our Reference

000SE01980380054

Securities Identification

ISIN CADBONDNWC01

-

North Woods Canadian Minerals Ltd. Bonds

Trade Date

07-FEB-1998

Place of Trade

Toronto Stock Exchange

Delivery Date

22-FEB-1998

Next Coupon Due Date

30-JUN-1998

Securities Book Value

**5,000,000.00 CAD

Quantity of Securities

**5,000,000 Face Amount

Safekeeping Account (Deposited)

CAGS-BZ6782

Securities Certificate Numbers

NWB 52011 to NWB 52060 50 x 100,000 CAD worth Bond Certificates

Deliverer of Securities

Rosedale Brokers Group, Toronto

Securities Deliverer’s Reference

56243

Beneficiary of Securities

Zerus Dynamic Fund Corporation

Securities Registration Details

Securities that have been received, are registered in the name of the Zerus Dynamic Fund Corporation.

Securities Receipt Declaration Details

Certificate Numbers of Bonds delivered match with the numbers as indicated in your Instruction and the Certificates are in a good condition.

Account for Payment

643-982

Securities Deal Price

104 PCT – 104 Percent of Face Value

Securities Deal Amount

**5,200,000.00 CAD

Accrued Interest Amount

250,000.00 CAD

Accrued Interest Days

51 Days

Taxes Added

*85,000.00 CAD

Taxes Description

Stock Exchange Tax on Bonds Purchased.

Broker’s Commission

*12,500.00 CAD

Other Charges/Fees

**2,500.00 CAD

Securities Deal Settlement Amount

**5,550,000.00 CAD

Own Charges

500 CAD

Net Proceeds

**5,550,500.00 CAD

Value Date of Payment

22-FEB-1998

Other Information:

Our Charges for the above transaction carried out as per your earlier instruction is 500 CAD and has been debited to your payment account with us, value 22-FEB-98. Please always quote Our Reference in all further correspondence regarding the above instruction.

Thanking you,

For Citibank N.A.,

Toronto, Canada.