Option Agreement between the Corporation and Almaden dated April 12, 2007

The Optionor is the legal and beneficial owner of the claims, which are located in the State of Chihuahua Mexico and are collectively generally known and described as the "Bufa Property";

The Optionors have agreed to grant an option to the Optionee to acquire up to a 60% interest in the Property in consideration of the Optionee undertaking a work program on the Property aggregating US$3,500,000 and issuing an aggregate of 1,550,000 shares of the Optionee to Almaden as set forth herein; and

The Optionee is a OTCBB company;

INTERPRETATION

"Agreement" means this Agreement, as amended from time to time;

“Area of Interest” means that area within 2 kilometers from the boundary of any of the claims comprising the Property;

“Environmental Claims” means any and all administrative, regulatory or judicial actions, suits, demands, claims, liens, notices of non-compliance or violation, investigations or proceedings relating in any way to any Environmental Law or any permit issued under any such Environmental Law, including, without limitation:

any and all claims by governmental or regulatory authorities for enforcement, clean-up, removal, response, remedial or other actions or damages pursuant to any applicable Environmental Law; and

any and all claims by any third party seeking damages, contribution, indemnification, cost recovery, compensation or injunctive or other relief resulting from hazardous materials, including any release thereof, or arising from alleged injury or threat of injury to human health or safety (arising from environmental matters) or the environment;

“Environmental Law” means all requirements of the common law, civil code or of environmental, health or safety statutes, regulations, rules, ordinances, policies, orders, approvals, notices, licenses, permits or directives of any federal, state, territorial, provincial or local judicial, regulatory or administrative agency, board or governmental authority including, but not limited to those relating to (i) noise, (ii) pollution or protection of the air, surface water, ground water or land, (iii) solid, gaseous or liquid waste generation, handling, treatment, storage, disposal or transportation, (iv) exposure to hazardous or toxic substances, or (v) the closure, decommissioning, dismantling or abandonment of any facilities, mines or workings and the reclamation or restoration of lands;

“Effective Date” means the date on which this agreement is executed and delivered ;

"Mining Work" means every kind of work done on or in respect of the Property or the products there from by or under the direction of or on behalf of or for the benefit of a party and, without limiting the generality of the foregoing, includes assessment work, geophysical, geochemical and geological surveying, studies and mapping, investigating, drilling, designing, examining, equipping, improving, surveying, shaft sinking, raising, crosscutting and drifting, searching for, digging, trucking, sampling, working and procuring minerals, ores, metals and concentrates, surveying and bringing any mineral claims or other interests to lease or patent, reporting and all other work usually considered to be prospecting, exploration, development and mining work;

"Option" means the sole and exclusive right and option to acquire and undivided 60% legal and beneficial interest in the Property;

"Property" means those mineral properties more particularly described in Schedule "A" hereto together with any surface rights, mineral rights, personal property and permits associated therewith, and shall include any renewal thereof and any other form of successor or substitute title thereto.

REPRESENTATIONS AND WARRANTIES

The Optionee represents and warrants to the Optionors that:

it has full power and authority to carry on its business and to enter into this Agreement and any agreement or instrument referred to in or contemplated by this Agreement;

it has full power and has received full corporate authority for the execution, delivery and performance of this Agreement and the execution, delivery and performance of this Agreement and the consummation of the transactions herein contemplated will not conflict with, or accelerate the performance required by or result in any breach of any covenants or agreements contained in or constitute a default under, or result in the creation of any encumbrance, lien or charge under any indenture, agreement or other instrument whatsoever to which they are a party or by which they are bound or to which they may be subject and will not contravene any applicable laws;

Any matters which arise which impede or delay the progress of work on the property by the Optionee or which may reasonably be anticipated to impede or delay the progress of work on the Property, for whatever cause, must be reported to the Optionor in a timely manner.

The Optionors represent and warrant to the Optionee that:

each has full legal capacity and competence to enter into this Agreement and any agreement or instrument referred to in or contemplated by this Agreement and to carry out and perform all of their obligations and duties hereunder;

it has full power and authority for the execution, delivery and performance of this Agreement and the execution, delivery and performance of this Agreement and the consummation of the transactions herein contemplated will not conflict with, or accelerate the performance required by or result in any breach of any covenants or agreements contained in or constitute a default under, or result in the creation of any

encumbrance, lien or charge under any indenture, agreement or other instrument whatsoever to which they are a party or by which they are bound or to which they may be subject and will not contravene any applicable laws;

Minera is the sole owner of, and holds good and marketable title to an undivided 100% right, title and interest in and to claims of the Property

the Property is properly and accurately described in Schedule “A” hereto, and is in good standing under the laws of the jurisdiction in which the Property is located to and the conditions on and relating to the Property respecting all past and current operations thereon are to the best of its knowledge in compliance with all applicable federal and state laws including all Environmental Laws;

all taxes, assessment, rentals, levies or other payments relating to the Property and required to be made to any federal and state governmental instrumentality have been made;

OPTION

the Optionee must spend US$500,000 in expenditures (which must include drilling) on the Property by the first anniversary of the Effective date (firm commitment);

the Optionee makes Expenditures of an additional US$ 750,000 on the Property by the second anniversary of the Effective date;

the Optionee makes Expenditures of an additional US$ 1,000,000 on the Property by the third anniversary of the Effective date;

the Optionee makes Expenditures an additional US$ 1,250,000 on the Property by the fourth anniversary of the Effective date;

the Optionee issues 150,000 common shares of the Optionee to Almaden within 5 business days of the Effective Date(firm commitment);

the Optionee issues an additional 200,000 shares of the Optionee to Almaden on or before the first anniversary of the Effective date

the Optionee issues an additional 200,000 shares of the Optionee to Almaden on or before the second anniversary of the Effective date;

the Optionee issues an additional 1,000,000 shares of the Optionee to Almaden on or before the fourth anniversary of the Effective date;

OPTION EXERCISE

OPTIONEE’S RIGHTS

enter in, under or upon the Property and conduct Mining Work;

exclusive and quiet possession of the Property;

bring upon the Property and to erect thereon such mining facilities as it may consider advisable; and

remove from the Property and dispose of for its own account ore or mineral products for the purpose of bulk sampling, pilot plant or test operations.

POWERS, DUTIES AND OBLIGATIONS OF OPTIONEE

regulate access to the Property, subject only to the right of the Optionors and its representatives to have access to the Property at all reasonable times for the purpose of inspecting work being done thereon but at their own risk and expense;

employ and engage such employees, agents and independent contractors as it may consider necessary or advisable to carry out its duties and obligations hereunder and in this connection to delegate any of its powers and rights to perform its duties and obligations hereunder; and

execute all documents, deeds and instruments, do or cause to be done all such acts and things and give all such assurances as may be necessary to maintain good and valid title to the Property and each party hereby irrevocably constitutes the Optionee its true and lawful attorney to give effect to the foregoing and hereby agrees to indemnify and save the Optionee harmless from any and all costs, loss or damage sustained or incurred without gross negligence or bad faith by the Optionee directly or indirectly as a result of its exercise of its powers pursuant to this Subsection 6.1(c).

Keep the Property free and clear of all liens and encumbrances arising from its operations hereunder (except liens contested in good faith by the Optionee)

Keep the Property in good standing by the doing and filing, or payment in lieu thereof, of all necessary assessment work and payment of all taxes required to be paid and by the doing of all other acts and things and the making all other payments required to be made which may be necessary in that regard, and shall provide to the Optionors proof of such filing and payment or payment in lieu not less than 30 days before the due date of such filing or payment ;

Permit the Optionors and representatives, duly authorized in writing by them or either of them, access to all records prepared by the Optionee in connection with Mining Work. The Optionee shall prepare and deliver to the Optionor at reasonable intervals, but in any event not less frequently than once each calendar quarter, reports on all Mining Work conducted by the Optionee. A formal written report prepared by a qualified person under the meaning of National Instrument 43-101 is required by the Optionor no later than May 15th of each year, to detail and describe the work performed during the preceding 12 months; If the optionor terminates the agreement before this date, the report is required within 14 days of the notice of termination.

Conduct all work on or with respect to the Property in a careful and minerlike manner and in accordance with the applicable laws of the jurisdiction in which the Property is

located and indemnify and save the Optionor harmless from any and all claims, suits or actions made or brought against the Optionor as a result of work done by the Optionee on or with respect to the Property;

Maintain true and correct books, accounts and records of operations hereunder.

During the term of the Option, the Optionee shall pay all taxes, complete and file all assessment work and make all necessary payments and do such further and other acts as may be required to maintain the Property in good standing and shall not abandon or terminate the Option at any time less than 90 days prior to the date on which any act is required to maintain the Property in good standing.

provide to the Optionor copies of all news releases and other continuous disclosure documents filed or disseminated by the Optionee under securities laws of Canada and such other jurisdictions to which the Optionee may be subject which releases or documents shall comply with appropriate disclosure standards including, without limitation, NI 43-101..

Within 30 days after the end of each period within which expenditures are required (“Qualifying Expenditures”) to be made by the Optionee to maintain this Option Agrement in good standing the Optionee and before earning an interest in accordance with the provisions of Sections 3.2 or 4.1 of this agreement, shall supply to the Optionor a geological or engineering report in writing reporting in detail as to the work conducted and a report of the Qualifying Expenditures made by the Optionee. Such report of Qualifying Expenditures shall, if required by the Optionors, be certified to by the Optionee’s auditors.. Should such reports not be provided or should such reports not demonstrate expenditures sufficient to meet the required expenditures for the period covered by such report this Option Agreement may on notice in accordance with Section16.1 terminate the Option and the Secondary Option., or, at the election of the Optionors, require additional Qualifying Expenditures to be made or require payment in lieu of such expenditures.

JOINT VENTURE

Upon the Optionee earning its interest under 3.2 all operations shall be conducted on a joint venture basis the basic terms of which venture shall be as set forth in Schedule “B” or such further or other terms as the parties may agree upon.

TERMINATION OF OPTION

deliver to the Minera on any and all reports, samples, drill cores and engineering data of any kind whatsoever pertaining to the Property or related to Mining Work which have not been previously delivered to the Optionor;

upon notice from the Minera, remove all materials, supplies and equipment from the Property; provided however, that the Minera may retain ore and, at the cost of the Optionee, dispose of any such materials, supplies or equipment not removed from the Property within one hundred and eighty (180) days of receipt of such notice by the Optionee; and

ensure that, at the effective date of termination of this Agreement, the Property is free and clear of all liens and encumbrances arising from its operations hereunder (except liens contested in good faith by the Optionee) and in good standing for at least the next ensuing 12 months whether by having done and filed, or paid in lieu thereof, all assessment work necessary for that purpose.

CONFIDENTIALITY

NOTICE

FURTHER ASSURANCES

AREA OF INTEREST

TIME OF THE ESSENCE

Time shall be of the essence in the performance of this Agreement.

ENUREMENT

FORCE MAJEURE

DEFAULT

TRANSFERS

SEVERABILITY

AMENDMENT

ENTIRE AGREEMENT

OPTION ONLY

GOVERNING LAW AND ARBITRATION

/s/ Morgan Poliquin
Authorized Signatory

/s/ Duane Poliquin
Authorized Signatory

/s/ Paul F. Saxton
Authorized Signatory

/s/ Andrew Milligan
Authorized Signatory

Participating Interests

Initial interests and initial investments of Almaden and the /Optionee will be as set forth in the Option agreement

Management Committee

The joint venture will be under the management of a management committee consisting of one representative of each participant and at least one alternate representative. A quorum for any Management Committee meeting shall be present if the representatives of all parties are present. The representative of the Operator shall be the chairman of Management Committee meetings. The Management Committee shall decide every question submitted to it by a vote with each representative being entitled to cast that number of votes which is equal to it’s party’s interest percentage. The Management committee shall make decisions by simple majority.

Operator

The Optionee will be the first operator and remain so unless its interest is reduced below 50% or it resigns or is removed for default. Upon the Optionee ceasing as operator Almaden shall become operator failing which, the Management Committee shall thereupon select another party to become Operator.

The non-operator may refer a question of operator default to arbitration if it is outvoted on a management committee motion to remove the operator for default.

The operator must keep the property in good standing and free of encumbrances, comply with laws, and maintain proper books and accounts and adequate insurance.

The operator must conduct joint venture activities according to approved programs and budgets, with sole responsibility for non-approved overruns exceeding 20% on exploration programs and 10% on development and other programs, and otherwise in accordance with good mining practices.

The operator will have the right to cash call in advance to cover anticipated approved program expenditures, including a reasonable amount of working capital.

The operator's charges for management will be: 10% of exploration costs, reduced to 5% on any single third party contract exceeding $50,000; 1% of construction costs; and 2% of mine operating costs. This charge is intended as a reimbursement of the costs of the time incurred by head office management and support functions in respect of approved programs on the Claims, which is not otherwise billed as a cost. The charge has been established as an estimate of anticipated management and administrative costs and on the basis that the party acting as Operator shall not profit nor suffer loss by virtue of acting in its capacity as Operator providing these services.

After commencement of commercial production the operator will have a lien on the non operator’s interest to secure the non operator’s cost share of expenditures and the right to advance the cost share of a party in default, any such advances to be accounted for in dilution formulae outlined in Sections 5 (c) and 5 (d) of this Schedule.

Prior to a production decision, the operator will submit annual exploration programs for management committee approval, and will report on results on a quarterly basis.

Unless a feasibility study was delivered prior to the formation of the joint venture, the Management Committee may approve a program which contemplates the preparation of a feasibility report at such time, if any, as it deems fit.

A development program will be prepared by operator based on a feasibility study approved by the Management Committee.

Each party must finance its own cost share of development costs, with the right to pledge its interest for such purpose.

After commencement of commercial production, operator will submit annual operating programs for management committee approval.

Participation in Programs and Dilution

Parties will have an election as to whether to participate in any approved exploration program or approved development program up to the amount of its interest at such time.

Electing to participate in an approved program will make a participant liable for its agreed cost share of all expenditures for that program.

Electing not to participate in an approved program will result in dilution of interest, i.e. each party's interest will be calculated as follows:

AB + Y

(Where:

“Relevant Program” means a program to which the diluting party elected not to contribute and the Program is subsequently funded by the other party increasing its contribution by the amount of the shortfall.)

and the contributing party's interest will be correspondingly increased.

Notwithstanding (c) above, in the case of a development program which involves construction of mining facilities and bringing a mine to commercial production based on a feasibility study, a party electing to participate in such program in an amount less than its interest at the time (including not to participate at all) will result in dilution of such party's interest to that percentage of budgeted expenditures which it has agreed to contribute, subject to (f) below.

Until commencement of commercial production, a participant’s failure to pay its cost share of an approved program after electing to participate will constitute default and result in double dilution of interest, i.e. the defaulting party's interest will be:

Dilution to 10% will effect a deemed surrender of an interest in the joint venture, and conversion of such interest to a 2.0% net smelter royalty, which will be in a form to be agreed by the parties.

Disposition of Production

Each participant shall have the right to take its share of production in kind.

The operator will be free to sell the share of production of any participant who fails to take its share in kind or make arrangements for sale, deducting its costs and expenses from the proceeds.

Transfers of Interests

Any transfer of interest in the property and the joint venture agreement will be subject to a right of first offer of the other participant substantially in the form set forth in the Option Agreement under the heading “ Transfers”. Such a transfer cannot be made without the consent of the other party, which consent cannot be unreasonably withheld, and is subject to the transferee agreeing to be bound by the terms of the Joint Venture Agreement.

No encumbrances of any interest will be permitted except for financing of development and then subject to the joint venture agreement.

Withdrawal and Winding Up

No withdrawal by a party or winding up of the joint venture will be permitted without adequate

payment of or security for reclamation and closure costs.

Dispute Resolution

Arbitration administered by the British Columbia International Commercial Arbitration Centre.

Other

Force majeure

Confidentiality

Subject to British Columbia law.

Almaden has such knowledge and experience in finance, securities, investments, including investment in non-listed and non-registered securities, and other business matters so as to be able to evaluate the merits and risks of an investment in the Company’s common stock and to otherwise protect its interests in connection with this transaction. Further, Almaden is an “accredited investor” as such term is defined in NI 45-106.

The Company has provided to Almaden the opportunity to ask questions and receive answers concerning the terms and conditions of the offering and it has had access to such information concerning the Company as it has considered necessary or appropriate in connection with its investment decision to enter into the Bufa Agreement.

Almaden is acquiring the Shares for its own account, for investment purposes only and not with a view to any resale, distribution or other disposition of the Shares in violation of the United States securities laws.

Almaden understands the Shares have not been and will not be registered under the U.S. Securities Act or the securities laws of any state of the United States and that the sale contemplated hereby is being made in reliance on an exemption from such registration requirements.

Almaden has not acquired the Shares as a result of any form of general solicitation or general advertising, including advertisements, articles, notices or other communications published in any newspaper, magazine or similar media or broadcast over radio, television or other form of telecommunications, or any seminar or meeting whose attendees have been invited by general solicitation or general advertising.

Almaden understands that the Shares are “restricted securities” under the U.S. Securities Act and that the Company has no obligation to register any of the Shares pursuant to the U.S. Securities Act.

Almaden acknowledges and agrees that all certificates representing the Shares will be endorsed with the following legend in accordance with the U.S. Securities Act or such similar legend as deemed advisable by the lawyers for the Company to ensure compliance with the U.S. Securities Act:

“THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "ACT"), AND HAVE BEEN ISSUED IN RELIANCE UPON AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT PROVIDED BY REGULATION S PROMULGATED UNDER THE ACT. SUCH SECURITIES MAY NOT BE REOFFERED FOR SALE OR RESOLD OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S, PURSUANT TO AN EFFECTIVE REGISTRATION UNDER THE ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM REGISTRATION UNDER THE ACT. HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE ACT”.

If Almaden decides to offer, sell or otherwise transfer any of the Shares, it will not offer, sell or otherwise transfer any of such Shares directly or indirectly, unless:

the sale is to the Company;

the sale is made outside the United States in a transaction meeting the requirements of Regulation S under the U.S. Securities Act and in compliance with applicable local laws and regulations;

the sale is made pursuant to the exemption from the registration requirements under the U.S. Securities Act provided by Rule 144 thereunder and in accordance with any applicable state securities or “blue sky” laws; or

the Shares are sold in a transaction that does not require registration under the U.S. Securities Act or any applicable state laws and regulations governing the offer and sale of securities,

and, in the cased of (b), (c) and (d), it has prior to such sale furnished to the Company an opinion of counsel reasonably satisfactory to the Company.

Almaden acknowledges and agrees that the Shares have been issued to Almaden in an “offshore transaction” within the meaning of Regulation S of the U.S. Securities Act and represents, warrants and agrees that:

Almaden was not in the United States at the time the Bufa Agreement was executed.

Almaden will not to engage in hedging transactions with regard to the Shares unless in compliance with the U.S. Securities Act.

the Company will refuse to register any transfer of the Shares not made in accordance with the provisions of Regulation S of the U.S. Securities Act, pursuant to registration under the Securities Act, pursuant to an available exemption from registration.

Almaden will resell the Shares only in accordance with the provisions of Regulation S of the Securities Act, pursuant to registration under the U.S. Securities Act, or pursuant to an available exemption from registration pursuant to the U.S. Securities Act.

Almaden is not a “U.S. Person” as defined by Regulation S of the U.S. Securities Act, as set forth in Schedule A hereto, and is not acquiring the Shares for the account or benefit of a U.S. Person.

Almaden consents to the Company making a notation on its records or giving instructions to any transfer agent of the Company in order to implement the restrictions on transfer set forth and described in this Investment Agreement.