Dated 17th June 2004Agreement with BHP Billiton AIM Resources...

Dated 17th June 2004


Agreement with BHP Billiton
AIM Resources has entered into a JV with Billiton Development (Zambia) Limited ultimately a wholly owned subsidiary of BHP Billiton to earn
up to a 70% interest in their large Mumbwa Exploration Licence in western Zambia. AIM can earn its interest in three stages.

Stage 1. AIM must incur expenditure of at least US$750,000 by conducting an airborne survey using the Falcon System on selected areas of
the Joint Venture Area (7,000 line km) and follow up work including ground geophysics and geochemistry to further explore Falcon generated
anomalies. This work would include detailed geophysical, geochemical and geological interpretation of the existing data and new data.

Stage 2. AIM must spend a minimum of US$750,000 by drilling at least 5,000 metres on selected targets in the Joint Venture area.

Stage 3. AIM must spend a minimum of US$1,500,000 by conducting a detailed drilling programme of at least 10,000 metres on specific
targets in the Joint Venture Area to determine the extent of mineralization.

At the end of this stage BHP Billiton can elect to withdraw retaining a 2% NSR royalty or elect to claw back up to 80% of the equity in the
project by delivering a Pre-Feasibility and a Mining Feasibility Study on a specific deposit in the Joint Venture Area. If BHP Billiton or AIM elect
to withdraw at any time after AIM has earned 70% equity in the project then either party will revert to a 2% NSR royalty.

AIM has 4 years in which to earn its 70% equity in the Joint Venture from date of availability of the Falcon System and must incur a minimum
expenditure of US$3 million for that equity.

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