Camrova Resources Inc V.CAV.H

Private Placement

[Unkind]

Baja Mining Corp. is proceeding with both a brokered and non-brokered private placement to raise up to $3,100,150 by issuance of up to 8,857,571 units at a price of 35 cents per unit. Each unit will consist of one common share and a one-half a share purchase warrant. Each whole share purchase warrant will entitle the holder to purchase a further common share for a period of two years from closing at a price of 45 cents per common share. Non-brokered placement The non-brokered portion of the above private placement will consist of up to $1.2-million (up to 3,428,571 units). One placee has made its closing conditional on closing contemporaneous with the brokered placement. Accordingly, the non-brokered portion is expected to complete in two closings, an initial closing within three business days of receipt of regulatory approval and the balance ($500,000) contemporaneous with the brokered placement. A finder's fee may be paid on a portion of the non-brokered placement. Agency agreement with Haywood Securities Inc. As part of the above offering, the issuer has entered into a letter agreement with Haywood Securities, Vancouver, B.C., pursuant to which Haywood will act as agent to offer up to 5,429,000 units ($1,900,150) of the issuer on a private placement basis to accredited investors in Ontario, British Columbia and Alberta, and in other jurisdictions within and outside of Canada that are agreed to by the issuer. Haywood will be paid a commission of 8 per cent of the gross proceeds raised by it and will receive an agent's warrant equal to 10 per cent of the number of units sold by it. Each agent's warrant is convertible into one unit at a price of 35 cents for a period of two years. The issuer will also pay the agent a corporate finance fee in regard to the offering.