Mr. Gary Musil reports

HIGHBANK RAISING $4,000,000

Highbank Resources Ltd. is arranging non-brokered convertible debenture financings up to $4-million.

Convertible debenture/loan financing

Highbank is arranging convertible debenture/loan financings of up to $4-million of 10-per-cent convertible debentures. The convertible debentures will have a maturity of three years from the date of signing and will be convertible into common shares based on the following terms, or repaid from aggregate production revenues:

• Providing 90 calendar days notice to the company:
  1. Converting the principal amount within one year of anniversary of signing -- the conversion price will be calculated at 45 cents per share.
  2. Converting the principal amount within two years of anniversary of signing -- the conversion price will be calculated at 35 cents per share.
  3. Converting the principal amount within three years of anniversary of signing -- the conversion price will be calculated at 25 cents per share.

Interest is payable annually at 10 per cent and begins immediately accruing upon receipt of funds. Interest is payable on a quarterly basis commencing 90 days following the month at which the company reaches agreed tons of aggregate production. The investors can convert the interest at any quarter with the investor giving the company 30 days notice. Conversion is based on the greater of the market price of the company's shares (as defined in TSX Venture Exchange Policy 1.1) and the 20-day weighted average price from the date of the conversion notice.

The company will pay a finder's fee based on recommended TSX Venture Exchange policy guidelines and regulatory approvals. The financing will be subject to TSX Venture Exchange acceptance.

The net proceeds of the financing will be used to continue development to production, for start-up costs of the Swamp Point North aggregate project and for general working capital.

The company has received expressions of interest of up to $2.7-million of the $4-million financing and is expecting to sign definitive agreements soon.