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<title>Prepared by E-Services, LLC - www.edgar2.net</title>

</head>

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<p align="center">&nbsp;</p>









<p align="center"><b>SECURITIES AND EXCHANGE COMMISSION</b></p>

<p align=center><b>&nbsp;Washington, D.C.&nbsp; 20549</b></p>

<p align=center><b>&nbsp;__________________</b></p>

<p align=center><b>&nbsp;</b></p>

<p align=center><b>FORM 8-K</b></p>

<p align=center><b>&nbsp;CURRENT REPORT</b></p>

<p align=center><b>&nbsp;PURSUANT TO SECTION 13 OR 15(d)<br>
OF THE SECURITIES EXCHANGE ACT OF 1934</b></p>

<p align=center><b>&nbsp;</b></p>

<p align=center><b>&nbsp;Date of Report (Date of earliest event reported) December 5, 2002</b></p>

<p align=center><b>&nbsp;</b></p>

<p align=center><b>&nbsp;<u>NORD PACIFIC LIMITED<br>
</u>(Exact name of registrant as specified in its charter)</b></p>

<p align=center><b>&nbsp;</b></p>

<div align="center">
  <center>

<table border=0 cellspacing=0 cellpadding=0 width="740" style="border-collapse: collapse" bordercolor="#111111">
 <tr>
  <td width=213 valign=top align="center">
  <b>
  <u>New Brunswick, Canada</u></b></td>
  <td width=213 valign=top align="center">
  <p align=center><b><u>000-19182</u></b></p>
  </td>
  <td width=48 valign=top align="center">
  <p>&nbsp;</p>
  </td>
  <td width=213 valign=top align="center">
  <p><b><u>Not Applicable</u></b></p>
  </td>
 </tr>
 <tr>
  <td width=213 valign=top align="center">
  <p><b>(State or Other<br>
  Jurisdiction of<br>
  Incorporation)</b></p>
  </td>
  <td width=213 valign=top align="center">
  <p align=center><b>(Commission<br>
  File Number)</b></p>
  </td>
  <td width=48 valign=top align="center">
  <p>&nbsp;</p>
  </td>
  <td width=213 valign=top align="center">
  <p><b>(IRS Employer<br>
  Identification Number</b></p>
  </td>
 </tr>
</table>

  </center>
</div>

<p align=center><b>&nbsp;</b></p>

<div align="center">
  <center>

<table border=0 cellspacing=0 cellpadding=0 width="740" style="border-collapse: collapse" bordercolor="#111111">
 <tr>
  <td width=414 valign=bottom align="center">
  <p><b>40 Wellington Row, Suite 2100, Scotia Plaza<br>
  Saint John, New Brunswick, Canada</b></p>
  </td>
  <td width=163 valign=bottom align="center">
  <p><b>&nbsp;<u>&nbsp; E2L
  4S3&nbsp;&nbsp; </u></b></p>
  </td>
 </tr>
 <tr>
  <td width=414 valign=top align="center">
  <p><b>(Address of Principal Executive Offices)</b></p>
  </td>
  <td width=163 valign=top align="center">
  <p><b>(Zip Code)</b></p>
  </td>
 </tr>
</table>

  </center>
</div>

<p><b>&nbsp;</b></p>

<p align="center"><b>&nbsp;Registrant's telephone number, including area code: (506) 633-3800</b></p>

<hr color="#000080"><p style="page-break-after: always"></p>
&nbsp;<p><b>ITEM 5.&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp; Other Events</b></p>

<p align="justify">On December 4, 2002, Nord Pacific
Limited announced that PGM Ventures has exercised its option to acquire from
Nord Pacific an initial 25% interest in the Mining Lease over the Simberi oxide gold deposits.&nbsp; As previously announced, the option was
formalized by Letter Agreement entered into with PGM on September 20<sup>th</sup>,
2002.&nbsp; Concurrently with the exercise of
the option, Nord Pacific and PGM also signed the Simberi
Mining and Tabar Exploration Joint Venture Agreement for the development and
operation of the Simberi oxide gold deposits for
commercial production, and for additional exploration on the Tabar
Islands.&nbsp;&nbsp; The Simberi
gold oxide deposits are located on Simberi Island,
one of the Tabar Islands located off the eastern coast of New Ireland Province,
Papua New Guinea. </p>



<p align="justify">By exercising its option under
the Letter Agreement referred to above and paying Nord Pacific the sum of
US$250,000, PGM earned its initial 25% interest in the Simberi
joint venture covering the Mining Lease.&nbsp;
If PGM spends an additional US$1,500,000 for pre-production activities
by May 29, 2004, it will earn a further 25% interest in the Simberi
mining joint venture, and if PGM procures project financing, i.e., a project or
gold loan, on behalf of the joint venture, PGM will earn an additional 1%
interest in the Simberi mining joint venture.&nbsp; Thereafter, PGM and Nord Pacific are required
to fund the project's equity capital requirements on a pro rata basis in
proportion to their respective interests in the joint venture.&nbsp; If Nord Pacific elects not to fund its pro
rata share of equity capital requirements (estimated to be approximately US$3.5
million), it can be diluted to a minimum 15% carried interest in the Simberi mining joint venture at the rate of 5% dilution per
US$1 million it fails to contribute of its share of equity.&nbsp; However, it is Nord Pacific's intention to
maintain its 49% interest in the project by raising additional funds for its
equity requirements, as well as for general corporate purposes.</p>



<p align="justify">The Simberi
oxide gold project has a completed feasibility study and all principal permits
required for development and production activities are in place.&nbsp; Over the next few months, the feasibility
study will be updated to reflect current conditions, although it is anticipated
that the results will be similar to the conclusions of the previous
studies.&nbsp; These studies contemplated
average production of approximately 40,000 ounces of gold per annum for a
minimum of seven years at an operating cash cost of US$150-US$170 per ounce.&nbsp; The estimated capital, including working
capital, required to place the mine into production is approximately US$20
million.&nbsp; It is anticipated that the mine
will be brought on stream on a fast track basis within one year from the time
project finance is in place.&nbsp;&nbsp; There is
an excellent likelihood that the life of the project can and will be
significantly extended.</p>



<p align="justify">The Joint Venture Agreement also provides for further
exploration to be conducted over the greater Tabar Island group, which is
prospective for gold and other minerals.&nbsp;
Nord Pacific holds exploration rights over substantially all of the
Tabar Islands.</p>



<p align="justify">The Tabar Island Group is part of
an island chain that includes the adjacent Lihir
Island and the world-class Lihir gold mining and
production operation.&nbsp; The geology of the
Tabar Islands is very similar to that found on Lihir.&nbsp; Gold mineralization is pervasive on all of
the Tabar Islands. The Tabar Island group has previously had nearly US$30
million spent on exploration and related activities by the Nord
Pacific/Kennecott/Niugini exploration joint venture
which resulted in the initial discovery of the Simberi
oxide gold deposits, as well as numerous other gold and copper exploration
prospects on all of the islands in the Group.&nbsp;
Much of the previous exploration work was generative in nature and
additional exploration will build upon the earlier work.</p>



<p align="justify">&nbsp;</p>



<hr color="#000080"><p style="page-break-after: always"></p>



<p align="justify">&nbsp;</p>



<p align="justify">Provided that PGM has earned at
least a 51% interest in the Simberi mining joint
venture, it can also earn a 50% interest in the Tabar exploration joint venture
by spending an aggregate of US$2,000,000 on exploration by December 31,
2006.&nbsp; As part of this exploration
expenditure commitment, any monies spent by PGM on investigating oxide gold
mineralization outside the deposits which have been defined in the 1999
feasibility study referred to above, or on the further definition of sulfide
mineralization underlying the Simberi oxide deposits,
will be credited to PGM's US$2,000,000 expenditure
commitment in respect of the Tabar exploration joint venture.</p>



<p align="justify">The final completion of the
transaction is subject to the approval of the TSX Venture Exchange.&nbsp; On approval by the TSX, the option price of
US$250,000, presently held in trust, will be released to Nord Pacific.</p>



<p align="justify">Mark R. Welch, President and CEO
of Nord Pacific, said, &quot;We are very pleased to be working with PGM on this
exciting project. Following execution of the September Letter Agreement, a team
of Nord Pacific and PGM personnel traveled to Australia and Papua New Guinea to
review all pertinent data concerning the project and met with PNG Government
officials, who expressed strong support for the project and the new Joint
Venture.&quot;&nbsp; Mr. Welch also noted that Nord
Pacific will be largely responsible for implementing the pre-development and
pre-financing activities comptemplated under the
joint venture agreement and that this work would provide significant benefit to
the Company in defraying on-going general and administrative expenses. </p>



<p align="justify">Pursuant to the requirements of
the Securities Exchange Act of 1934, the registrant has caused this report to
be signed on its behalf by the undersigned hereunto duly authorized.</p>







<div align="left">
  <table border="0" cellpadding="0" cellspacing="0" style="border-collapse: collapse" bordercolor="#111111" width="740" id="AutoNumber1">
    <tr>
      <td width="552">Dated:&nbsp; December 5, 2002</td>
      <td width="159">
      <p align="center">&nbsp;&nbsp;&nbsp;&nbsp; By:</td>
      <td width="457">
<u>&nbsp;/s/ Mark R. Welch&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp; </u>
      </td>
    </tr>
    <tr>
      <td width="552">&nbsp;</td>
      <td width="159">&nbsp;</td>
      <td width="457">Mark R. Welch<br>
      President &amp; CEO</td>
    </tr>
  </table>
</div>

<p>&nbsp;</p>

</body>

</html>
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Prepared by E-Services, LLC - www.edgar2.net
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
__________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) December 5, 2002
NORD PACIFIC LIMITED
(Exact name of registrant as specified in its charter)
New Brunswick, Canada
000-19182
Not Applicable
(State or Other
Jurisdiction of
Incorporation)
(Commission
File Number)
(IRS Employer
Identification Number
40 Wellington Row, Suite 2100, Scotia Plaza
Saint John, New Brunswick, Canada
E2L
  4S3
(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code: (506) 633-3800
ITEM 5.           Other Events
On December 4, 2002, Nord Pacific
Limited announced that PGM Ventures has exercised its option to acquire from
Nord Pacific an initial 25% interest in the Mining Lease over the Simberi oxide gold deposits.  As previously announced, the option was
formalized by Letter Agreement entered into with PGM on September 20
th
,
2002.  Concurrently with the exercise of
the option, Nord Pacific and PGM also signed the Simberi
Mining and Tabar Exploration Joint Venture Agreement for the development and
operation of the Simberi oxide gold deposits for
commercial production, and for additional exploration on the Tabar
Islands.   The Simberi
gold oxide deposits are located on Simberi Island,
one of the Tabar Islands located off the eastern coast of New Ireland Province,
Papua New Guinea.
By exercising its option under
the Letter Agreement referred to above and paying Nord Pacific the sum of
US$250,000, PGM earned its initial 25% interest in the Simberi
joint venture covering the Mining Lease. 
If PGM spends an additional US$1,500,000 for pre-production activities
by May 29, 2004, it will earn a further 25% interest in the Simberi
mining joint venture, and if PGM procures project financing, i.e., a project or
gold loan, on behalf of the joint venture, PGM will earn an additional 1%
interest in the Simberi mining joint venture.  Thereafter, PGM and Nord Pacific are required
to fund the project's equity capital requirements on a pro rata basis in
proportion to their respective interests in the joint venture.  If Nord Pacific elects not to fund its pro
rata share of equity capital requirements (estimated to be approximately US$3.5
million), it can be diluted to a minimum 15% carried interest in the Simberi mining joint venture at the rate of 5% dilution per
US$1 million it fails to contribute of its share of equity.  However, it is Nord Pacific's intention to
maintain its 49% interest in the project by raising additional funds for its
equity requirements, as well as for general corporate purposes.
The Simberi
oxide gold project has a completed feasibility study and all principal permits
required for development and production activities are in place.  Over the next few months, the feasibility
study will be updated to reflect current conditions, although it is anticipated
that the results will be similar to the conclusions of the previous
studies.  These studies contemplated
average production of approximately 40,000 ounces of gold per annum for a
minimum of seven years at an operating cash cost of US$150-US$170 per ounce.  The estimated capital, including working
capital, required to place the mine into production is approximately US$20
million.  It is anticipated that the mine
will be brought on stream on a fast track basis within one year from the time
project finance is in place.   There is
an excellent likelihood that the life of the project can and will be
significantly extended.
The Joint Venture Agreement also provides for further
exploration to be conducted over the greater Tabar Island group, which is
prospective for gold and other minerals. 
Nord Pacific holds exploration rights over substantially all of the
Tabar Islands.
The Tabar Island Group is part of
an island chain that includes the adjacent Lihir
Island and the world-class Lihir gold mining and
production operation.  The geology of the
Tabar Islands is very similar to that found on Lihir.  Gold mineralization is pervasive on all of
the Tabar Islands. The Tabar Island group has previously had nearly US$30
million spent on exploration and related activities by the Nord
Pacific/Kennecott/Niugini exploration joint venture
which resulted in the initial discovery of the Simberi
oxide gold deposits, as well as numerous other gold and copper exploration
prospects on all of the islands in the Group. 
Much of the previous exploration work was generative in nature and
additional exploration will build upon the earlier work.
Provided that PGM has earned at
least a 51% interest in the Simberi mining joint
venture, it can also earn a 50% interest in the Tabar exploration joint venture
by spending an aggregate of US$2,000,000 on exploration by December 31,
2006.  As part of this exploration
expenditure commitment, any monies spent by PGM on investigating oxide gold
mineralization outside the deposits which have been defined in the 1999
feasibility study referred to above, or on the further definition of sulfide
mineralization underlying the Simberi oxide deposits,
will be credited to PGM's US$2,000,000 expenditure
commitment in respect of the Tabar exploration joint venture.
The final completion of the
transaction is subject to the approval of the TSX Venture Exchange.  On approval by the TSX, the option price of
US$250,000, presently held in trust, will be released to Nord Pacific.
Mark R. Welch, President and CEO
of Nord Pacific, said, "We are very pleased to be working with PGM on this
exciting project. Following execution of the September Letter Agreement, a team
of Nord Pacific and PGM personnel traveled to Australia and Papua New Guinea to
review all pertinent data concerning the project and met with PNG Government
officials, who expressed strong support for the project and the new Joint
Venture."  Mr. Welch also noted that Nord
Pacific will be largely responsible for implementing the pre-development and
pre-financing activities comptemplated under the
joint venture agreement and that this work would provide significant benefit to
the Company in defraying on-going general and administrative expenses.
Pursuant to the requirements of
the Securities Exchange Act of 1934, the registrant has caused this report to
be signed on its behalf by the undersigned hereunto duly authorized.
Dated:  December 5, 2002
By:
/s/ Mark R. Welch
Mark R. Welch
President & CEO