EXHIBIT 10.20.2

April 1, 2004

Mary Belardo
Selnek-is Tem-Al Corporation
Torres Martinez Desert Cahuilla Indians
P.O. Box 160, 66725 Martinez Road
Thermal, California 92274

     Re:  Statement  of  Intent  and Confidentiality Agreement dated January 23,
          2004  by  and  between  Western  Goldfields,  Inc. and Torres Martinez
          Desert  Cahuilla  Indian  Tribe

Dear  Mary:

     Pursuant  to  the  terms  of  the  above  captioned Statement of Intent and
Confidentiality  Agreement,  Western Goldfields, Inc. would like to request a 90
day  extension  commencing  on  April  23, 2004 while the Torres Martinez Desert
Cahuilla  Indian  Tribe  and  Bureau  of  Indian Affairs continues to review the
proposed  formal  Exploration/Mining  Agreement.

     If  you are in agreement with the proposed extension, please sign below and
return  a  copy of this letter to me.  Please feel free to give me a call at any
time  if  you  have  questions.

Sincerely,


Toby  Mancuso
President

Accepted and agreed to this 7th day of April 2004 by the Torres Martinez Desert
Cahuilla Indian Tribe.

By:    /s/  Mary E. Belardo
       --------------------
Name:  Mary E. Belardo
Title: Corporation Secretary