Mr. Jason Cubitt reports

ProAm Explorations Corp. has arranged a private placement financing of up to $150,000 through the issuance of one million units at a price of 15 cents per unit. Each unit will consist of one share and one-half of one transferable share purchase warrant, with each whole warrant being exercisable at a price of 20 cents for two years from the date of issuance.

The funds will be used for general working capital purposes and potential new acquisition/option opportunities.

Jason Cubitt, chief executive officer and a director of the corporation, will be subscribing for up to 350,000 units for gross proceeds of up to $52,500. The issuance of units to Mr. Cubitt pursuant to the private placement will be considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company relies on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the private placement by insiders will not exceed 25 per cent of the fair market value of the company's market capitalization. The company will file a material change report in respect of the related party transactions in connection with the private placement.

The private placement is subject to the approval of the TSX Venture Exchange.