News-Release

Reached Definitive Agreement With Respect To Acquisition Of

04/17/2003


Option On Pinon Project

Further to its news release of December 2, 2002, the Company announces that it has reached a definitive agreement with respect to the acquisition of the option on the Pinon Project, a Nevada-based mineral exploration property consisting of the Longstreet gold deposit and several untested gold target zones. Pursuant to an agreement dated April 1, 2003, the Company has agreed subject to regulatory acceptance, to acquire all of the issued and outstanding shares of Golden Crown Resource Corp. ('Golden Crown'), a closely held company controlled by certain directors and officers of the Company, which holds an option on the Pinon Project from MinQuest, Inc., a private Nevada corporation at arm's length to the Company.

As consideration for the shares of Golden Crown, the Company is to issue a total of 1,500,000 common shares of the Company at a deemed price of $0.30 per share, of which 1,300,000 shares are to go to insiders of the Company.

Under the terms of the option agreement with MinQuest, Golden Crown has the right to acquire a 100% interest in the Pinon Project, subject to a 3% NSR by issuing MinQuest a total of 1,000,000 shares, paying MinQuest a total of US$310,000 and incurring a total of US$760,000 of expenditures, all over a 5 year period. MinQuest has agreed to accept shares of the Company in lieu of Golden Crown shares as part of the agreement wherein the Company is to acquire all of the issued and outstanding shares of Golden Crown.

The Pinon Project is the subject of a valuation report prepared by Geoex Limited of Toronto, Ontario which suggests a fair market value for the Pinon Project using the appraisal method in the range of US$1,300,000 to US$2,000,000.

On behalf of the Board of Directors Andrew Cook, CEO & Director
 

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or accuracy of the contents herein.
 

For more information about Rare Earth Metals Corp. please review the company’s website www.RareEarthMetals.net or speak with a Company representative toll free 866 816 0118 or by emailing info@rareearthmetals.net

 
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