MineGem Inc. — Capital/Financing Update 1998

May 13, 1998

FORM 27

THE SECURITIES ACT

MATERIAL CHANGE REPORT UNDER SECTION (75) 2

Item 1. Reporting Issuer

MESSINA DIAMOND CORPORATION, The Exchange Tower, 2 First Canadian Place, Suite 2800, P.O. Box 226, Toronto, Ontario, M5X 1C8.

Item 2. Date of Material Change

May 6, 1998.

Item 3. Press Release

The Press Release was sent via telecopier on May 6, 1998 to Information Service Dissemination Network -- Toronto, Ontario.

Item 4. Summary of Material Change

Messina Diamond Corporation (TSE-MSC.U) announces the closing of the previously announced private placement, under which 3,050,855 units, at US$0.35 each, were issued, raising US$1,067,800. Each unit is comprised of one common share and one common share purchase warrant. Each warrant entitles the holder to purchase one common share at US$0.50 up to and including May 31, 1999.

Item 5. Full Description of MaterialChange

No information other than that provided in Item 4 above is presently available.

Item 6. Reliance on Section 75(3) of the Act

Confidentiality is not requested.

Item 7. Omitted Information

No information has been omitted in respect to the material change.

Item 8. Senior Officer

Mr. Jeremy Clarke, President [416] 362-1474.

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Item 9. Statement of Senior Officer

The foregoing accurately discloses the material changes referred to herein.

DATED at Toronto, this 12th day of May, 1998.

MESSINA DIAMOND CORPORATION

Signed: “Marvin Singer”

Per:

Marvin Singer, Secretary

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