EXHIBIT 10.J

Gables and Telegrams; M1NILANDS            MINISTRY OF LANDS, FORESTRY AND MINES
Telephone: 233-21-687314                              P. O. BOX M. 212
Tel/Fax: 233-21-666801                                       Accra

In case of reply the                 [LOGO OMITTED]
number and date of this
letter should be quoted
Our Ref. No. DB-47/285/04           REPUBLIC OF GHANA
Your Ref. No ...                                              26th October, 2006


THE MANAGING DIRECTOR
UPRIGHTNESS (GH) LTD.
P. O. BOX 3553
ACCRA NORTH.


PROF. EDWARD SOLOMON AYENSU
HABER MINING GHANA LIMITED
P. O. BOX KIA 16525
ACCRA.


Dear Sir,

            APPLICATION BY UPRIGHTNESS (GHANA) LIMITED TO ASSIGN ITS
            --------------------------------------------------------
             RECONNAISSANCE LICENCE TO HABER MINING COMPANY LIMITED
             ------------------------------------------------------


At a Special Meeting of the Minerals Commission held on the 18th September 2006,
the transfer of the reconnaissance licence of Uprightness (Ghana) limited (UGL).
to Haber Mining Company Limited (Haber) was recommended for my approval.

Consequently, in accordance with Section 14 of the Minerals and Mining Act 2006,
(Act 703) Y hereby grant my consent to.the transfer between UGL and Haber
subject to the payment of the approprlate fees to the Minerals Commission.

Yours faithfully

/s/ Dominic Fobih

PROF. DOMINIC FOBIH (MP)
HON. MINISTER

                                                     CC:     The Chief Executive
                                                             Minerals Commission
                                                             Accra.


<PAGE>



                        AGREEMENT FOR THE ASSIGNMENT OF
                             RECONNAISSANCE LICENSE



                                     BETWEEN


                            UPRIGHTNESS GHANA LIMITED


                                       AND



                           HABER MINING GHANA LIMITED




                      Dated the 26th day of September 2006


<PAGE>

THIS AGREEMENT is made this 26 day of September 2006

BETWEEN

UPRIGHTNESS GHANA LIMITED a company incorporated under the laws of the Republic
of Ghana whose physical address is P.O.Box AN. 3553, Accra-North Ghana
(hereinafter referred to as the "Assignor") of the one part;

AND

HABER MINING GHANA LIMITED a company incorporated under the laws of the Republic
of Ghana whose physical office address is Number 1, 4th Circular. Close, SSNIT
Estates, Cantonments Accra, Ghana (hereinafter referred to as the "Assignee") of
the other part.

WHEREAS:

A.   The Assignor is a company incorporated under the laws of the Republic of
     Ghana and Is the registered owner of a Reconnaissance License Issued by the
     Government of the Republic of Ghana on the 1st December 2005 in respect of
     a parcel of land in the area described in the Schedule to this Agreement;

B.   The Assignee is a company Incorporated under the laws of the Republic of
     Ghana;

C.   The Assignee has offered to acquire the rights of the Assignor under the
     Reconnaissance License for the unexpired term thereof;

D.   The Assignor has agreed to assign to the Assignee, its rights under the
     Reconnaissance License for the unexpired term thereof;

E.   The Assignor and the Assignee have agreed: to. enter into this Agreement to
     set the terms under which the residue of the term of the Reconnaissance
     License and Licensed Area will be assigned.


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<PAGE>

THE PARTIES HEREBY AGREE AS FOLLOWS:

1.   Definition and Interpretation

     1.1  In this Agreement unless the context otherwise requires, the following
          expressions shall have the following meanings:

          "Business Day"        means any day on which banks are open for
                                business in the Republic of Ghana;

          "Effective Date"      means the date on which the Minister gives his
                                consent to the assignment hereby made;

          "Licensed Area"       means the area described in the Schedule to
                                this Agreement and demarcated on the map which
                                forms part of this Agreement with respect to
                                which the Government of Ghana Issued the
                                Reconnaissance License;

          "Minerals"            means gold, diamonds and base metals covered by
                                the Reconnaissance License;

          "Minister"            means the Minister responsible for mining;

          "Parties"             means the Assignor and the Assignee, and the
                                expression  'Party'  shall be  construed  to
                                mean any of the Parties;

          "Reconnaissance
            Licence"            means the licence issued by the Minerals
                                Commission in favour  of the  Assignor to
                                reconnoiter for and prove gold, diamonds and
                                base metals in the Licenced Area.


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<PAGE>

          "This Agreement"      means this Agreement, as varied from time to
                                time, pursuant to its terms.

     1.2  The residue of the term of the Reconnaissance License is the period of
          time from the effective date of this Agreement to 30th November 2006
          when the Reconnaissance License shall expire.

     1.3  The Recitals form part of this Agreement and shall have the same force
          and effect as if set out in this Agreement:

     1.4  Unless otherwise specified, words importing the singular include the
          plural, words importing any gender Include every gender, and words
          importing persons include bodies corporate and unincorporated, and (in
          each case) vice versa.

     1.5  The headings are inserted for convenience only and shall not affect
          the construction of this Agreement.

2.   Consideration

     2.1  In consideration of the Assignee paying to the Assignor the sum of
          three hundred thousand United States dollars (US$300,000.00) (receipt
          of which the Assignor hereby acknowledges) the Assignor hereby ASSIGNS
          to the Assignee, and the Assignee hereby accepts the rights under the
          unexpired legal and beneficial interests of the Assignor under the
          Reconnaissance License and Licensed Area.

     2.2  the Assignee shall pay the consideration stated in clause 2.1 as
          follows:

          (a)  Two hundred thousand United States Dollars (US$ 200,000.00) upon
               the signing of this Agreement by the Parties; and

          (b)  One hundred thousand United States Dollars (US$ 100,000.00) no
               later than thirty (30) days after the signing of this Agreement
               by the Parties.


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<PAGE>

  WARRANTIES

3.   Government Consent

     The Assignment of the residue of the term of the Reconnaissance Licence
     hereby made to the Assignee is subject to the consent of the Government of
     the Republic of Ghana.

4.   Extension

     4.1  The Assignor warrants that it has applied to the Government of Ghana
          for an extension of the term of the Reconnaissance Licence In
          accordance with clause 13 of the License Agreement dated 15t December
          2005 under which it was granted the License to reconnoiter for
          minerals in the Licensed Area and has obtained confirmation from the
          Government of the Republic of Ghana that it shall renew the
          Reconnaissance Licence when it expires on 30th November 2006.

     4.2  The Assignor warrants that It shall make available all relevant
          information and other support that might be required by the Assignee
          or the Government of the Republic of Ghana for the purposes of
          extending the term of the Reconnaissance License.

     4.3  The Assignor further warrants that it shall provide to the Assignee on
          the effective date of this Agreement:

          (I)  all assay, testing, drilling, sampling, geological information or
               any other information relating to the Reconnaissance License and
               the Licensed Area in Its possession; and

          (ii) the name and addresses of the person who provided the
               reconnaissance estimates in the License Agreement referred to in
               clause 4.1 of this Agreement.

5.   Full Powers

     The Parties warrant to each other that they have the full authority and
     consents of their respective Board of Directors to enter Into this
     Agreement.


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<PAGE>

6.   Future Observance of License Agreement

     The Assignee agrees to be bound by and covenants to perform and observe the
     terms and conditions of the License Agreement dated 1st December 2005,
     between the Assignor and the Government of the Republic of Ghana.

7.   Further Assurance

     The Assignor shall from time to time and upon the request of the Assignee,
     provide any additional documents and/or do any other act or things which
     may reasonably be required to obtain the extension of the Reconnaissance
     License.

8.   Entire Understanding

     This Agreement constitutes the whole agreement or understanding between the
     Parties and shall supercede all promises, representations, warranties,
     undertakings, statements, whether written or oral made by Or on behalf of
     one Party to the other of any nature whatsoever prior to the effective date
     of this Agreement.

9.   Waiver

     The failure of any Party to this Agreement at any time or times to require
     performance of any provision of this Agreement shall in no manner affect
     the right to enforce the same; and no waiver by any party to this Agreement
     of any provision (or breach of any provision) of this Agreement, whether by
     conduct or otherwise, in any one or more instances shall be deemed or
     construed either as a further or continuing waiver of any such provision or
     breach or as a waiver of any provision (or of a breach of any other
     provision) of this Agreement.

10.  Force Majeure

     None of the Parties shall have any liability to any of the Parties for any
     such failure or delay in the performance hereunder if such failure or delay
     arises out of causes occurring without its fault or negligence (except
     financial) reasonably beyond its control, or by force majeure such as
     explosion, earth quake, fire, flood or other natural disaster or government
     action that prevents performance. In the event of such delay or


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<PAGE>

     non-performance continuing for a continuous period of 90 days but not
     otherwise the other Party may by notice in writing terminate this Agreement
     forthwith.


11.  Non-Assignment

     11.1 None of the Parties hereto shall without the consent in writing of the
          other Party assign, transfer, alienate, or encumber In any way its
          rights and/or delegate its obligation under this Agreement, or this
          Agreement itself or any part thereof.

     11.2 Any purported assignment, transfer, alienation, encumbering or
          delegation In violation of clause 11.1 hereof shall be null and void.

12.  Commencement

     This Agreement shall come into effect on the Effective Date.

13.  Termination and Effect

     13.1 The Assignee may terminate this Agreement;

          (a)  where the Assignor fails or ceases to perform its obligations
               under this Agreement , seven (7) days after the Assignee has
               served notice on the Assignor of its failure or cessation to
               perform its obligations and the Assignor refuses or fails to
               perform Its obligations;

          (b)  the Government of the Republic of Ghana does not extend the
               Reconnaissance License in favour of the Assignee.

     13.2 Without prejudice to clause 13.1, either Party may, by giving 30 day's
          written notice, terminate this Agreement If the other;

          (a)  becomes bankrupt;

          (b)  has a receiving order made against it; or


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<PAGE>

          (c)  makes any. arrangement with its creditors generally or takes or
               suffers any similar action as a result of a debt.

     13.3 Where this Agreement is terminated where the Government of the
          Republic of Ghana does not extend the Reconnaissance License in favour
          of the Assignee, the Assignor shall refund to the Assignee within 30
          days of the date of termination, the whole of the three hundred
          thousand US dollars (US$300,000.00) paid as consideration for the
          assignment hereby made.

     13.4 The termination of this Agreement shall not in any way operate to
          impair or to destroy any of the rights or remedies of any Party, or to
          relieve any Party of its obligations to comply with any of the
          provisions of this Agreement, to the extent that those rights,
          remedies or obligations shall have accrued prior to the effective date
          of termination.

14.  Notices

     14.1 Every notice required or contemplated by this Agreement shall be given
          in writing and:

          (a)  delivered by hand, effective when received, or

          (b)  sent by prepaid courier services, registered or certified mail
               effective on the day it is officially recorded as delivered by
               return receipt or equivalent, or

          (C)  sent by facsimile effective on the business day after the date of
               dispatch where business day means a day on which the banks are
               open in the location to which the notice is sent and the times
               are those in that location, or

          (d)  sent by electronic mail, effective when acknowledged by the
               answer back of the addressee's electronic mail system.


                                                                               8
<PAGE>

In the case of Uprightness Ghana Limited

TO:             Hon. Alex Adjei

Address:        P.O Box 3553, Accra-North

Telephone:      +233-024-4020884, +233-020-820884,
                +233-021-305770

Fax:            +233-021-236999


In the case of Haber Mining Ghana Limited

To:             Prof. Edward Solomon Ayensu

Address:        No. 1, 4th Circular Close, SSNIT Estates, Cantonments
                Accra. P.O. Box KIA 16525, Accra Ghana.

E-mail:         eayensu@ghana.com

Telephone:      +233-021-778677

Fax:            (233-21) 761315-6


14.2 A notice sent by facsimile or electronic mail should be confirmed by letter
     sent by prepaid courier service, registered or certified mail and where
     documentary evidence exists that a confirmatory letter was dispatched non
     receipt of that letter does not invalidate the notice sent by facsimile or
     electronic mail.

14.3 In each case the notice is to be addressed to the Party to whom it is
     intended at its last known address as stated herein, (which includes an
     electronic mail address, and/or facsimile number) or at such other address
     as the intended recipient shall have designated by written notice.

15.  Severability

     Where possible, each provision and every part of this Agreement shall be
     interpreted in such manner as to be effective and valid under applicable
     law, but if any provision or part of this Agreement shall be invalid or
     prohibited under the applicable law, such provision shall be ineffective
     only to the extent of such prohibition in such jurisdiction and shall


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<PAGE>

     not affect the remainder of any such provision or where part of this
     Agreement are adjudged by a court or arbitrator to be invalid or
     unenforceable, the parties agree that the court or arbitrator making such
     determination of invalidity or unenforceability shall have the power to
     adjust the terms of this Agreement to make this Agreement valid and
     enforceable as nearly as possible to the original intent of the parties.

16.  Successors Bound

     This Agreement shall be binding on and shall enure for the benefit of the
     successors and assigns and personal representatives (as the case may be) of
     each of the parties hereto.


17.  Continuing Agreement

     All the provisions of this Agreement shall so far as they are capable of
     being performed and observed continue In full force and effect
     notwithstanding Completion except in respect of those matters then already
     performed.

18.  Good Faith

     Each of the Parties hereto undertakes with each of the others to do all
     things reasonably within its power, which are necessary or desirable to
     give effect to the spirit and Intent of this Agreement.

19.  Time of the Essence

     Any date or period mentioned in this Agreement may be extended by agreement
     between the Parties hereto failing which, as regards any such date or
     period, time shall be of the essence of this Agreement.

20.  Arbitration

     In the event of any misunderstanding or dispute between the Parties hereto
     such dispute shall be settled through negotiations but where this fails
     within a reasonable time the matter shall be referred to arbitration in
     accordance with the provisions of the Arbitrations Act, 1961 (Act 38) of
     the Republic of Ghana.  The arbitral  proceedings  will be governed by the


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<PAGE>

     Rules of the Ghana Arbitration Centre in force at the time of arbitration.

21.  Supremacy of Minerals and Mining Law

     21.1 This agreement shall be subject to the Minerals and Mining Act 2006,
          (Act 703) subject to any subsequent replacement thereof.

     21.2 This Agreement shall be governed by and construed in accordance with
          the Laws of the Republic of Ghana and the right and duties of the
          parties shall be in accordance with the Laws of the Republic of Ghana.


IN WITNESS whereof the parties hereto have set their names, hands and seals on
the day and year above first written.

SIGNED, for and on behalf of the Assignor, Uprightness Ghana Limed by:


/s/ Alex Adjei
---------------------------
Name: Hon. Alex Adjei
Designation: Chair Man of the Board of Directors.



In the presence of:

 /s/ [ILLEGIBLE SIGNATURE]
----------------------------
WITNESS
Name:           [ILLEGIBLE NAME]
Occupation:     Businessman
Address:        P.O. 3553 [ILLEGIBLE]-North


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<PAGE>

SIGNED for and on behalf of the Assignee, Haber Mining Ghana Limited by

 /s/ Edward Solomon Ayensu
--------------------------------
Name: Prof. Edward Solomon Ayensu
Designation: Chairman of the Board of Directors

In the presence of:

 /s/ Marcia Ashong
--------------------
WITNESS


Name:           Maria Ashong
Occupation:     International Relations
Address:        [Illegible]


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<PAGE>

                                    SCHEDULE

ALL THAT piece or parcel of land containing an approximate total area of 560.99
square kilometers lying to the North of Latitudes 6 (degree) 20' 00", 6(degree)
16' 48", 6(degree) 16' 40", 6(degree) 16' 30", 6 degree) 16' 28", 6(degree) 16'
15", 6(degree) 16' 00", 6(degree) 16' 05", 6(degree) 15' 58", 6(degree) 15' 25",
6(degree) 15' 00", 6(degree) 131' 38", 6(degree) 13' 05", 6(degree) 13' 08",
6(degree)13' 45", 6(degree) 13' 40", 6(degree) 14' 08", 6(degree) 15' 45",
6(degree) 13' 00", 6(degree) 12' 22", 6(degree) 11' 50", 6(degree) 10' 45",
6(degree) 10' 20", 6(degree) 07' 14", 6(degree) 09' 10", 6(degree) 10' 55",
6(degree) 17' 40"',,6(degree) 16' 42", 6(degree) 17' 30" and 6(degree) 20' 00";
South of Latitudes 6(degree) 22' 22", 6(degree) 25' 55", 6(degree) 26' 48",
6(degree) 27' 10", 6(degree) 29' 49", 6(degree) 32' 50", 6(degree) 28'05",
6(degree) 25`00", 6(degree) 20'30", 6(degree) 21'05"and 6(degree) 20'20"; East
of Longitudes 2(degree) 19'08", 2(degree) 19'18", 2(degree) 19'15", 2(degree)
19'45', 2(degree) 21'00", 2(degree) 20'34", 2(degree) 19'49", 2(degree) 19' 10",
2(degree) 22' 30", 2(degree) 21'35", 2(degree) 23" 00", 2(degree) 21' 48",
2(degree) 22' 05", 2(degree) 22' 20", 2(degree) 21' 55", 2(degree) 21' 32",
2(degree) 20' 32", 2(degree) 19' 52", 2(degree) 20' 40", 2(degree) 19' 45",
2(degree) 19' 13", 2(degree) 17' 45", 2(degree) 16' 30" and 2(degree) 17' 32";
West of Longitudes 2(degree) 15' 00", 2(degree) 15' 28", 2(degree) 15' 08",
2(degree) 15' 10", 2(degree) 16' 30", 2(degree) 16' 52", 2(degree) 16' 15",
2(degree) 16' 00", 2(degree) 15' 55", 2(degree) 15' 30", 2(degree) 15' 42",
2(degree) 17' 20", 2(degree) 16' 19", 2(degree) 08' 25", 2(degree) 07' 42",
2(degree) 10' 25", 2(degree) 12' 10", 2(degree) 12' 50" and 2(degree) 14' 42."
in the Atwima, Sefwi Wiawso, Wassa Amenfi and Bibiani-Anwhiaso-Bekwai Districts
of the Ashanti and Western Regions of the Republic of Ghana which piece or
parcel of land is more particularly delineated on the plan annexed hereto for
the purposes of Identification and not of limitation.


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