Exhibit 48-10


8 October, 1996

Mr. Steve Ert
P.O. Box 3785
Chatsworth, CA 91313

Dear Steve:

This letter will outline  specific terms of a proposed  mineral lease  agreement
between  Fischer-Watt Gold and yourself for an area in the Sacramento  Mountains
in San Bernadino County California.  The following points have been discussed by
the two of us in a number of telephone conversations.

The mineral lease will encompass an area in the Sacramento Mountains,  including
all of T7-8N,  R21-22E and those  portions of T9N,  R21-22E  south of Interstate
I-40  (project  area).  The  unpatented  mining  claims you currently own in the
project  area would be  included,  as well as any claims  which FWG or you stake
during the term of the lease within the project area.

In exchange for an initial  payment to you of $10,000 in cash and 100,000 shares
of FWG stock,  you give FWG a two-year period to explore within the project area
and your existing  claims.  At its sole option,  FWG can elect at anytime during
the said two-year  period to enter into a lease of the project area on the terms
described  herein.  FWG is further obligated during the first two years to drill
one hole in the Project  Area in the vicinity of the old AMAX drill hole 86-1 in
Section 15, T9N, R21E, referred to by yourself as the "Junkyard" area. This hole
will be drilled either into the basement  gneisses or to a maximum depth of 1000
feet. You have assured me that you also own the claim containing the exploratory
hole.

The  lease  term  shall be for 25  years  and so long  thereafter  as there is a
production from the project area. The proposed schedule for annual payments, due
on the anniversary of signing  beginning in 1998, is $50,000 for Year 3, $75,000
for Year 4, $100,000 for Year 5 and all subsequent years.  These numbers are all
in 1996  dollars  and would  include an  appropriate  adjustment  at the time of
payment using  applicable  CPI.  Annual cash  payments in Year 3 and  subsequent
years will be considered  Advanced Royalty Payments toward a production  royalty
of 4.0% NSR on Federal  land owned by you or FWG and 1.0% NSR on any land leased
or otherwise  acquired  from a third party by FWG within the project area during
the lease term.  Should FWG begin production  within the project area, a Minimum
Annual Royalty of $100,000 (in 1996 dollars) would replace the Advanced  Royalty
Schedule as long as production continued.






In  addition  to the annual  payments  scheduled  for years  3-5,  FWG agrees to
perform  $100,000  worth of work within the project area for each of those years
that the lease is in effect.  Any qualified  expenditure in excess of the annual
work commitment can be carried into the following year. However, if any of these
annual expenditures,  including carry over of funds, is less than $100,000,  the
balance for that year will be payable to you in cash. The work commitment  would
only  apply for those  years in which the lease is in effect  and does not apply
after year five.

It is FWG's  intention that this letter  agreement shall become binding upon FWG
and you once you have  signed  it.  Since much of the land  covering  your known
mineralized  areas is  currently  open for staking by anyone,  FWG would like to
begin claim  staking upon  signing of this letter of intent  rather than waiting
for completion and signing of a lease agreement.

I believe this letter  accurately  covers all the points we discussed during our
various conversations.  There were a few minor matters that we did discuss, such
as inspection of data, reporting,  and taking of royalties "in kind" which would
be best addressed in the lease itself.

Thank you again for the  weekend  you spent  showing  us around  the  Sacramento
Mountains. I am looking forward to a successful venture.

Best regards,
Fischer-Watt Gold Company, Inc.

/s/
Douglas R. Bowden
Senior Exploration Geologist


                  I accept and agree to the terms of this letter.



                   /s/ Steve Van Ert         10-14-96
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                   Steve Van Ert             Date