WHEREAS, the Banking Commissioner (the “Commissioner”) is responsible for administering Chapter 672a of the Connecticut General Statutes, the Connecticut Uniform Securities Act (the “Act”) and Sections 36b-31-2 et seq. of the Regulations of Connecticut State Agencies (the “Regulations”) promulgated under the Act;

WHEREAS, Diamcor Mining, Inc.(“Diamcor”) of 630-1620 Dickson, Kelowna, British Columbia, Canada is an issuer of securities, specifically units consisting of shares of common stock and warrants;

WHEREAS, effective July 1, 1997 and following passage of the National Securities Markets Improvement Act of 1996 (“NSMIA”), P.A. 97-220 amended Section 36b-21 of the Act to add a new subsection (e), requiring that persons offering or selling a security that is a covered security under Section 18(b)(4)(D) of the Securities Act of 1933 [i.e. Rule 506 transactions] “file a notice with the commissioner within fifteen days after the first sale of such a security in this state” and pay an associated fee of $150;

WHEREAS, on February 22, 2010, legal counsel to Diamcor advised the Securities and Business Investments Division of the Department of Banking (the “Division”) in writing that Diamcor had sold its securities to at least one Connecticut resident on August 30, 2007;

WHEREAS,  Diamcor represented to the Division that the Connecticut investor involved in its securities offering qualified as an “accredited investor” within the meaning of Rule 501(a) under the Securities Act of 1933;

WHEREAS, on February 22, 2010, the Division also received a curative filing and fee for the offering from Diamcor pursuant to Section 36b-21(e) of the Act;

WHEREAS, the Commissioner acknowledges that Diamcor cooperated with the Division in providing requested information and documents;

WHEREAS, Section 4-177(c) of Chapter 54 of the Connecticut General Statutes permits the resolution of a contested case by stipulation or agreed settlement;

WHEREAS, Diamcor desires to settle the matters described herein and voluntarily enters into this Stipulation and Agreement;

WHEREAS, the Commissioner and Diamcor acknowledge that this Stipulation and Agreement is in lieu of any court action or administrative proceeding against Diamcor, its officers, directors, employees, agents or representatives adjudicating any issue of fact or law on the specific matters described herein;

WHEREAS, Diamcor, through its execution of this Stipulation and Agreement, voluntarily waives any rights it may have to seek judicial review or otherwise challenge or contest the terms and conditions of this Stipulation and Agreement;

NOW THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS:

IN WITNESS WHEREOF, the undersigned have executed this Stipulation and Agreement on the dates indicated.

I, Dean Taylor, state on behalf of Diamcor Mining, Inc., that I have read the foregoing Stipulation and Agreement; that I know and fully understand its contents; that I am authorized to execute this Stipulation and Agreement on behalf of Diamcor Mining, Inc. and that Diamcor Mining, Inc. agrees freely and without threat or coercion of any kind to comply with the terms and conditions stated herein.

On this 13th day of September, 2010, personally appeared Dean Taylor, signer of the foregoing Stipulation and Agreement, who, being duly sworn, did acknowledge to me that he was authorized to execute the same on behalf of Diamcor Mining, Inc., and acknowledged the same to be his free act and deed, before me.

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Notary Public
My Commission Expires:  Does Not Expire

Administrative Orders and Settlements