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July 12, 2002


Toronto, Ontario – AXMIN Inc. (AXM-TSX Venture) announced today that it has closed a brokered private placement of 5,938,000 Units, at a price of Cdn$0.35 per Unit, for total proceeds of Cdn$2,078,300 (the "Offering"). Haywood Securities Inc. acted as lead agent for the private placement. Each Unit consists of one common share plus one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one additional common share of AXMIN at a price of Cdn$0.45 for a period of eighteen months from the date of the closing of the Offering. AXMIN is encouraged that the original offering, announced on June 10, 2002, was over-subscribed.

The net proceeds of the Offering will be primarily used to finance AXMIN's expenditures on the Bouroum project in Burkina Faso. As announced on May 29, 2002, AXMIN has entered into an agreement with High River Gold Mines Ltd. (HRG-TSX) for the exchange of data and sharing of costs of a pre-feasibility study incorporating the joint development of the Bouroum and the Taparko projects.

Coincident with this Offering AXMIN has filed an annual information form dated July 5, 2002. Common shares acquired under the Offering are subject to a 4-month hold period from the date of closing of the Offering in all provinces other than Quebec.

In consideration of its services as agent to the Offering, Haywood Securities Inc. will receive a cash compensation of 6% of the gross proceeds from the Offering and compensation options equal to 10% of the number of Units issued.

In accordance with AXMIN's press release dated June 27, 2002 United Reef Limited ("URL") arranged for the sale on such date of 740,000 common shares of AXMIN at Cdn$0.35 per common share through the facilities of the TSX Venture Exchange. At that time URL advised AXMIN that the proceeds from this sale would be used to purchase 740,000 Units pursuant to the Offering. Subsequently URL learned and notified AXMIN that securities laws affecting prospectus exemptions prevented URL from participating in the Offering. Dr. Jonathan Forster (Chief Executive Officer and a Director of AXMIN) has sold 340,000 common shares of AXMIN to URL. Dr. Forster has utilised the proceeds from this sale to purchase 340,000 Units pursuant to the Offering. AXMIN has been informed that following the closing of the Offering, Brompton Trust Company Limited as trustee for the Wolken Trust ("Brompton", a trust of which Dr. Michael Martineau (President and a Director of AXMIN) is a potential beneficiary) is to sell 400,000 common shares of AXMIN to URL. In addition Brompton has advised and agreed with AXMIN that the proceeds from this sale will be used to purchase 400,000 Units at the price of the Offering for total gross proceeds of Cdn$140,000. In order to accommodate this additional subscription AXMIN plans for a second closing of the brokered private placement.

In the Offering the following directors and officers of AXMIN subscribed for Units to be owned beneficially, directly or indirectly, or over which control or direction will be exercised by each such individual:

  • Dr. Forster – 340,000 Units (as disclosed above);
  • Peter Lehner (a Director of AXMIN) – 150,000 Units; and
  • Robert Shirriff (a Director of AXMIN) – 142,000 Units.

Post completion of the Offering, AXMIN has a total of 67,803,518 common shares issued and outstanding.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy or this press release.

The securities referenced herein have not and will not be registered under the United States Securities Act of 1933 (the "1933 Act") and may not be offered or sold in the United States or to U.S. persons (as defined in Regulation S under the 1933 Act) unless the securities have been registered under the 1933 Act, or are otherwise exempt from such registration.

For further information contact:

Jon Forster   Judith Webster
Chief Executive Officer Manager – Investor Relations
T: +44-1233-665600   Tel: +1-416-368-0993
F: +44-1233-643728    
E-mail: ir@axmininc.com