madman
                mining co. ltd.

            


    

    


    October
      13, 2006

    


    HI
      HO SILVER RESOURCES INC.

    #
      15A -
      3045 Southcreek Road

    Mississauga,
      Ontario

    Canada
      L4X 2E9

    


    Attention:
      Mr. Frederick S. Fisher, President

    


    Dear
      Mr.
      Fisher:

    


    
      	Re:	
              Property
                Purchase Agreement between Hi Ho Silver Resources Inc. and Madman
                Mining
                Co. Ltd. on the Silver Tip Silver Project, British
                Columbia 

            


    

    


    This
      letter sets forth the terms, and shall act as the agreement (the “Agreement”),
      under which Hi Ho Silver Resources Inc. (“Hi Ho Silver”) can acquire from Madman
      Mining Co. Ltd. (“Madman”) an option to earn a 100% interest in the Silver Tip
      Project (as more particularly described below and referred to herein as the
      “Property”) in the Kaslo area of British Columbia. The terms of this Agreement
      may be subject to regulatory approval.

    


    PART
      I - THE PROPERTY

    


    The
      Property is comprised of two mineral claims covering approximately 900 ha.
      (2,250 acres) located in the Slocan Mining Division of British Columbia and
      is
      more particularly described and set out in the attached Schedule
“A”.

    


    PART
      II - REPRESENTATIONS AND WARRANTIES OF MADMAN

    


    Madman
      represents and warrants to Hi Ho Silver that
      it
      is legally entitled to hold the Property and will remain so entitled until
      the
      interest of Hi Ho Silver in the Property which is subject to this Option has
      been duly transferred to the Hi Ho Silver as contemplated hereby and
that
      the
      Property is validly located, duly recorded, in good standing and legally and
      beneficially owned by Madman, free and clear of any charges, liens, or
      encumbrances, surface rights restrictions or environmental hazards or
      liabilities and that there are no underlying agreements in effect with respect
      to the Property.

    


    Madman
      represents and warrants to Hi Ho Silver that there are no claims against title
      to the Property, nor to the knowledge of Madman is there any basis therefore.
      Madman also represents and warrants to Hi Ho Silver that Madman has full right
      and authority to enter into this agreement and to carry out the transactions
      contemplated herein, that
      entering into this Agreement by Madman does not and will not conflict with,
      and
      does not and will not result in a breach of, any of the terms of its
      incorporating documents or any agreement or instrument to which Madman is a
      party
      and
that
      all
      approvals required to be obtained in order for Madman to do so have been
      obtained.

     

    
      
        

      

    

    #314,
      800
      West Pender Street, Vancouver, British Columbia, Canada, V6C 2V6 ·
      Tel:
      (604) 970-0854 ·
      Fax:
      (604) 669-9626

    email:
      madmanmining@aol.com

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    PART
      III - REPRESENTATIONS AND WARRANTIES OF HI HO SILVER

    


    Hi
      Ho
      Silver represents and warrants to Madman that: it has full corporate power
      and
      authority to enter into this Agreement; that it is a company validly existing
      and in good standing under the laws of Canada; that it is up to date with
      respect to its filings with the applicable governmental corporate agency; and
      that it will use its use its best efforts to have this Agreement filed with
      the
      applicable regulatory bodies, as and if required, in a timely
      manner.

     

    PART
      IV - OPTION

    


    4.1 Madman
      grants to Hi Ho Silver the sole and exclusive right and option to acquire up
      to
      a 100% undivided interest in and to the Property free and clear of all charges,
      encumbrances and claims.

    


    4.2  Hi
      Ho
      Silver can earn a 51% undivided interest in and to the Property free and clear
      of all charges, encumbrances and claims (the “First Option”) by paying to Madman
      the aggregate sum of $35,000 in cash and by issuing to Madman a total of 200,000
      common shares in the capital stock of Hi Ho Silver to be paid and issued by
      Hi
      Ho Silver to Madman as follows:

    


    
      	(a)	
              the
                sum of $35,000 to be paid to Madman on or before the dates indicated
                below;

            


    

     

    
      	(i)  	
              $10,000
                within ten (10) business days from the signing of this
                Agreement;

            


    

     

    
      	(ii)  	
              $25,000
                on or before December 10, 2006; and

            


    

     

    


    
      	
              (b)

            	
              200,000
                common shares in the capital stock of Hi Ho Silver to be issued to
                Madman
                within ten (10) business days of regulatory approval of this Agreement,
                or
                within ten (10) business days of the signing of this Agreement if
                regulatory approval is not
                required.

            


    

     

    


    4.3  If
      and
      when Hi Ho Silver has made all of the cash payments and issued the common shares
      required pursuant to section 4.2, then the First Option shall be deemed to
      have
      been exercised by Hi Ho Silver and a 51% undivided right, title and interest
      in
      and to the Property shall vest in Hi Ho Silver free and clear of all charges,
      encumbrances and claims, and Madman shall immediately take all necessary steps
      reasonably required by Hi Ho Silver to transfer an undivided 51% interest in
      and
      to the Property to Hi Ho Silver.

    


    4.4  After
      Hi
      Ho Silver has fully exercised the First Option, Hi Ho Silver can elect to
      acquire a further undivided 49% interest in and to the Property free and clear
      of all charges, encumbrances and claims (the “Second Option”), by paying to
      Madman the sum of $65,000 in cash and by issuing to Madman a total of 300,000
      common shares in the capital stock of Hi Ho Silver, which cash payment and
      share
      issuance is to be made on or before October 1, 2007.

    


    4.5  If
      and
      when Hi Ho Silver has made the cash payment and issued the common shares
      required pursuant to section 4.4, then the Second Option shall be deemed to
      have
      been exercised by Hi Ho Silver and the remaining 49% undivided right, title
      and
      interest in and to the Property shall vest in Hi Ho Silver free and clear of
      all
      charges, encumbrances and claims, and Madman shall immediately take all
      necessary steps reasonably required by Hi Ho Silver to transfer the remaining
      49% interest in and to the Property to Hi Ho Silver.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    PART
      V - OPERATOR AND ACCESS

    


    5.1 Hi
      Ho
      Silver shall have the exclusive right to manage and operate the exploration
      programs as operator during the period of the Option.

    


    5.2 From
      the
      date of this Agreement forward Hi Ho Silver shall be responsible for all costs
      related to exploration work conducted on the Property and Madman will not be
      required to contribute to, nor will Madman suffer any dilution in its percentage
      of ownership as a result of not contributing to, the cost of any exploration
      work.

    


    5.3 A
      fully
      executed bill of sale transferring 100% interest in the Property to Hi Ho Silver
      will be provided by Madman within five business days from the signing of this
      Agreement. This bill of sale shall be held in trust and released to Hi Ho Silver
      upon the completion by Hi Ho Silver of all the terms set out in Part IV
      herein.

    


    PART
      VI - MAINTENANCE OF CLAIMS

    


    6.1  During
      the Option period, Hi Ho Silver will be responsible for maintaining all mineral
      claims that comprise the Property in good standing with respect to Ministry
      of
      Energy Mines and Petroleum Resources annual claim maintenance
      requirements.

    


    PART
      VII -TERMINATION FOR DEFAULT

    


    7.1 Prior
      to
      the full exercise of either the First Option or the Second Option as provided
      for herein if Hi Ho Silver is in default of any of its obligations hereunder
      Madman may immediately give written notice to the Hi Ho Silver of such default,
      and Hi Ho Silver shall than have a period of 30 days to remedy such default.
      If
      Hi Ho Silver does not remedy the default with the 30 days aforesaid this
      Agreement and the Option shall, at Madman’s option and upon written notice to Hi
      Ho Silver, terminate forthwith, and any remaining interest in and to the
      Property that has not vested in Hi Ho Silver will remain with
      Madman.

    


    PART
      VIII - GENERAL

    


    8.1  Unless
      otherwise expressly indicated to the contrary, all references to dollar amounts
      contained in this Agreement are references to Canadian dollars.

    


    8.2  This
      is
      an option only and except as specifically provided otherwise, nothing herein
      contained shall be construed as obligating Hi Ho Silver to do any acts or make
      any payments hereunder and any act or acts or payments made hereunder shall
      not
      be construed as obligating Hi Ho Silver to do any further acts or make any
      further payments.

    


    8.3  Hi
      Ho
      Silver may at any time either sell, transfer or otherwise dispose of all or
      any
      portion of its interest in and to the Property and this Agreement provided
      that
      any purchaser, grantee or transferee of any such interest shall have first
      delivered to Madman its agreement relating to this Agreement and to the
      Property, containing

     

    (i) a
      covenant to perform all the obligations of Hi Ho Silver to be performed under
      this Agreement in respect of the interest to be acquired by it from Hi Ho Silver
      to the same extent as if this Agreement had been originally executed by such
      purchaser, grantee or transferee; and

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    (ii) a
      provision subjecting any further sale, transfer or other disposition of such
      interest in the Property and this Agreement or any portion thereof to the
      restrictions contained in this paragraph.

    


    8.4  If
      Hi Ho
      Silver is at any time prevented or delayed in complying with any provisions
      of
      this Agreement by reason of strikes, lock-outs, labour shortages, power
      shortages, fuel shortages, fires, wars, acts of God, governmental regulations
      restricting normal operations, shipping delays or any other reason or reasons,
      other than lack of funds, beyond the control of Hi Ho Silver, the time limited
      for the performance by Hi Ho Silver of its obligations hereunder shall be
      extended by a period of time equal in length to the period of each such
      prevention or delay, but nothing herein shall discharge Hi Ho Silver from its
      obligations hereunder to maintain the Property in good standing.

    


    8.5  No
      information furnished by Hi Ho Silver to Madman hereunder in respect of the
      activities carried out on the Property by Hi Ho Silver shall be published or
      disclosed by Madman without the prior written consent of Hi Ho Silver, but
      such
      consent in respect of the reporting of factual data shall not be unreasonably
      withheld, and shall not be withheld in respect of information required to be
      publicly disclosed pursuant to applicable securities or corporation laws,
      regulations or policies.

    


    8.6  Each
      notice, demand or other communication required or permitted to be given under
      this Agreement shall be in writing and shall be sent by prepaid registered
      mail
      deposited in a Post Office in Canada addressed to the party entitled to receive
      the same, or delivered, telexed, telegraphed or telecopied to such party at
      the
      address for such party specified above. The date of receipt of such notice,
      demand or other communication shall be the date of delivery thereof if
      delivered, telexed, telegraphed or telecopied, or, if given by registered mail
      as aforesaid, shall be deemed conclusively to be the third business day after
      the same shall have been so mailed except in the case of interruption of postal
      services for any reason whatever, in which case the date of receipt shall be
      the
      date on which the notice, demand or other communication is actually received
      by
      the addressee. 

    


    8.7  The
      parties shall promptly execute or cause to be executed all documents, deeds,
      conveyances and other instruments of further assurance and do such further
      and
      other acts which may be reasonably necessary or advisable to carry out fully
      the
      intent of this Agreement or to record wherever appropriate the respective
      interest from time to time of the parties in the Property.

    


    8.8  This
      Agreement shall enure to the benefit of and be binding upon the parties and
      their respective successors and assigns.

    


    8.9  Nothing
      contained in this Agreement shall, except to the extent specifically authorized
      hereunder, be deemed to constitute either party hereto a partner, agent or
      legal
      representative of the other party.

    


    8.10  This
      Agreement shall be governed by and construed in accordance with the laws of
      Ontario and shall be subject to the approval of all securities regulatory
      authorities having jurisdiction.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    8.11  In
      case
      any provision of this Agreement shall be invalid, illegal or unenforceable,
      it
      shall be severed from this Agreement. In either case the validity, legality
      and
      enforceability of the remaining provisions of this Agreement shall not in any
      way be affected or impaired thereby.

    


    8.12  This
      Agreement may be executed simultaneously in two or more counterparts, by
      facsimile or otherwise, each of which shall be deemed an original and all of
      which together shall constitute but one and the same instrument. The parties
      hereto shall be entitled to rely on delivery by facsimile machine of an executed
      copy of this Agreement as due execution and delivery of this Agreement by the
      party effecting such delivery so as to bind such party in accordance with the
      terms hereof.

    


    It
      would
      be appreciated if you could review this Agreement. If the terms as presented
      are
      acceptable to you, please sign the attached duplicate of this Agreement and
      return the same to my attention at your earliest convenience.

    


    Sincerely,

     

    
      	 MADMAN
              MINING CO. LTD. 	 	 	
               AGREED
                TO
                and ACCEPTED

              This
                13
                day of October, 2006

            
	 	 	 	 
	 	 	 	HI HO SILVER
              RESOURCES
              INC.
	 	 	 	 
	 	 	 	 
	
              
                /s/
                  Signed                      
                  

              

              President

            	 	 	
            
	 	 	 	
              
                /s/
                  Signed

              

              President

            


    

     

    This
      is
      page 5 of the Agreement dated October 13, 2006 to Hi Ho Silver Resources Inc.
      (“Hi Ho Silver”)

     from
      Madman Mining Co. Ltd. (“Madman”).


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    SCHEDULE
      "A"

    


    To
      that
      Agreement to HI
      HO SILVER RESOURCES INC.
      from
MADMAN
      MINING CO. LTD.,
      dated
      the

     13th
      day of October, 2006

     

    All
      mineral claims that comprise the Property are located in the Kaslo Area of
      the
      Slocan Mining Division of British Columbia.

     

    
      	
              TENURE
                NUMBER

            	 	
              CLAIM
                NAME

            	 	
              MAP
                NUMBER

            	 	
              ANNIVERSARY
                DATE

            	 	
              SIZE
                (Ha)

            
	
              405638

            	 	
               
                Silver Tip #1 

            	 	
              082F095

            	 	
              January
                15, 2007

            	 	
              450.00

            
	
              405639

            	 	
               
                Silver Tip #2 

            	 	
              082F095

            	 	
              January
                15, 2007

            	 	
              450.00

            
	
              Total
                size (Ha)

            	 	 	 	 	 	 	 	
              900.00