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May 29, 2002


Toronto, Ontario – AXMIN Inc. (“AXMIN”) (AXM-TSX Venture) and High River Gold Mines Ltd. ("High River") (HRG-TSX) are pleased to announce the signing of a Heads of Agreement, which enables a pre-feasibility study to be conducted on the joint development of a gold mining operation in Burkina Faso, West Africa. The operation could have potential production levels of more than 100,000 ounces per annum from the combination of gold resources on the Bouroum property of AXMIN with those on the Taparko property of High River. The two properties are about 35 kilometres apart and are located approximately 165 and 200 kilometres northeast of Ouagadougou, the capital of Burkina Faso.

The Heads of Agreement allows for the exchange of data and sharing of costs of the pre-feasibility study, which will be managed jointly by AXMIN and High River and will be completed by independent mining consultants acceptable to both parties. The ownership structure of the joint mining project is yet to be determined and will take into account the contributions from each property. On receiving a positive prefeasibility study, both companies envision being able to fast track the combined project towards a bankable feasibility study and a development decision.

At Taparko, High River has defined an unclassified gold resource of 1.04 million ounces, amenable to low-cost open-pit mining, as calculated by Michael J. Michaud of Steffen, Robertson Kirsten (Canada) Inc. using a cut-off grade of 1.0 gram of gold per tonne. The resource consists of approximately 12.6 million tonnes grading 2.6 grams of gold per tonne and is contained in four zones within a 4.4 kilometre long section of the Taparko Shear Zone.

AXMIN’s estimate of gold resource at Bouroum, based on the independent review by Dr Mike Armitage of SRK Consulting (United Kingdom) is 2.3 million tonnes grading 3.1 grams of gold per tonne (230,000 ounces) in the indicated category and 2.6 million tonnes grading 2.8 grams of gold per tonne (235,000 ounces) in the inferred category, both calculated at a 1 gram of gold per tonne cut off grade.

Both companies have agreed to begin reverse circulation and core drilling programs, at their own expense. The objective of AXMIN’s program is to confirm and better define the resource, as well as to explore additional sites of known gold mineralization on the Bouroum property while High River’s program is aimed at expanding the established resource base at Taparko.

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

For further information contact:

Jon Forster
Chief Executive Officer
T: +44-1233-665600/+1-416-368-0993
F: +44-1233-643728/+1-416-368-8957
E-mail: info@axmininc.com

David Mosher
President and Chief Executive Officer
High River Gold Mines Ltd.
T: +1-416-947-1440
F: +1-416-360-0010
E-mail: info@hrg.ca
Website: www.hrg.ca