AMENDMENT TO NON-REVOLVING CREDIT LINE LOAN AGREEMENT

     BY THIS  AMENDMENT,  entered into on the 12th day of October  2001,  to the
AGREEMENT made and entered into as of the 14th day of March,  2001,  AZCO MINING
INC.,  a Delaware  corporation,  whose  address  is 7239  North El Mirage  Road,
Glendale, Arizona (hereinafter called "Borrower"),  and Lawrence G. Olson, whose
address is 7239 North El Mirage  Road,  Glendale,  Arizona  (hereinafter  called
"Lender"),  for  and  in  consideration  of the  recitals  and  mutual  promises
contained herein, confirm and agree as follows:

SECTION 1. GENERAL TERMS

     1.1 Lender  agrees to extend the term of the March 14, 2001,  $800,000 loan
an additional year to March 12th 2003 (the "Loan Extension").

     1.2 The Loan Extension  shall be evidenced by a  Non-Revolving  Credit Line
Note in the form attached hereto as Exhibit A (the "Note") of Borrower, executed
and delivered  simultaneously with the execution of this Amendment,  in the face
amount of $800,000,  payable to Lender upon the terms and  conditions  contained
therein.

     1.3 The note shall take the place of the note executed in conjunction  with
the March 14, 2001 non-revolving credit loan agreement.

     1.4 In  consideration  of the Loan  Extension,  Borrower  shall  provide to
Lender a warrant for the purchase of 700,000  shares of Borrower's  common stock
in the form  attached  hereto as Exhibit B (the  "Warrant"),  and  Borrower  and
Lender shall enter into a Registration  Rights  Agreement in  substantially  the
form attached hereto as Exhibit C.


     IN WITNESS  WHEREOF,  these  presents are executed as of the date indicated
above.


                                    BORROWER

                                    AZCO MINING INC., a Delaware corporation

                                    By:
                                    Its:

                                    LENDER



                                    Lawrence G. Olson