North Bay Resources Inc (NBRI)

[WhiteNOC]

On May 28, 2013, the Registrant accepted a conversion notice from JMJ Financial, ("JMJ", or “the Lender”) to partially satisfy a $550,000 Promissory Note ("the Note") dated July 11, 2012 with JMJ. The Principal Sum due to the Lender shall be prorated based on the consideration actually paid by the Lender, plus an approximate 10% Original Issue Discount ("OID") that is prorated based on the consideration actually paid by the Lender as well as any other interest or fees, such that the Registrant is only required to repay the amount funded and the Registrant is not required to repay any unfunded portion of the Note.