EXHIBIT 4.6

              CONSULTING AGREEMENT BETWEEN KGE MANAGEMENT LTD. AND
                    IMA EXPLORATION INC. DATED APRIL 1, 2004




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                              CONSULTING AGREEMENT


THIS AGREEMENT made as of the 1st day of April, 2004.

BETWEEN:
                  KGE Management Ltd.
                  1740 Orchard Way
                  West Vancouver, B.C.

                  (hereinafter called the "Consultant")
                                                               OF THE FIRST PART

AND:
                  IMA Exploration Inc.
                  Suite 709 - 837 West Hastings Street
                  Vancouver, BC  V6C 3N6

                  and/or any of its subsidiary and affiliated companies,

                  (hereinafter called the "Company")
                                                              OF THE SECOND PART

WHEREAS:

A. The Company is desirous of engaging the Consultant who is ready,  willing and
able, to carry out and provide Financial and Geological Management services (the
"Services") on the terms and conditions, herein set forth.

NOW THEREFORE THIS AGREEMENT  WITNESSES THAT, in  consideration  of the premises
and of the sums herein provided to be paid by the Company to the Consultant, and
of the mutual covenants and undertakings to be performed hereunder,  the parties
agree as follows:

                                    ARTICLE I
                    AGREEMENT TO PROVIDE CONSULTING SERVICES

1.01 The  Consultant  will make  himself  available to carry out and provide the
Company the Services described in Schedule "A" hereto.

1.02 The  Consultant  will  carry  out the  Services  in  consultation  with the
representatives  of the Company  duly  appointed  in writing,  and  covenants to
conduct the Services in a  businesslike  manner,  in keeping  with  professional
practices in the industry and in a safe and lawful manner.


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CONSULTING AGREEMENT
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                                   ARTICLE II
                                    REPORTING

2.01 The  Consultant  will,  as directed in  writing,  provide the Company  with
regular progress reports,  in such form as the Company may reasonably require as
outlined in Schedule  "A". All reports and copies  thereof are to be directed to
the Company to the attention of the President of the Company.

2.02 The information contained in such reports will be the exclusive property of
the Company.

2.03 The  reports and advice of the  Consultant  will not be used by the Company
for purposes of inducing investment to be made in the Company unless the consent
of the  Consultant  thereto is first  given in writing,  such  consent not to be
unreasonably withheld.


                                   ARTICLE III
                                 INDEMNIFICATION

3.01  In the  event  the  Company  shall  use the  advice  or  report(s)  of the
Consultant  in any way as an  inducement  or  representation  to  others to rely
thereon without the prior written consent of the Consultant and such holding out
or  representation  or inducement  shall become the subject of any claim for any
loss, demand, cost, damage, action, suit or proceeding  whatsoever,  the Company
covenants  to  indemnify  and save the  Consultant  harmless  therefrom it being
understood that such indemnification shall survive termination of this Agreement
for a period of two years.

3.02 The Consultant  shall indemnify and hold the Company  harmless  against any
claim for any loss, demand, cost, damage, action, suit or proceeding whatsoever,
arising from the actions of the Consultant and his/her  Consultants,  where such
action is the direct  result of a breach by the  Consultant of the terms of this
Agreement.


                                   ARTICLE IV
                        ACCOUNTS - SERVICES AND EXPENSES

4.01 The  Consultant  shall within fifteen (15) days after the end of each month
during which the Services are performed  provide the Company with a statement of
account   supported  by  receipts  and  vouchers  for  out-of-pocket  and  other
reasonable expenses incurred and materials supplied by the Consultant under this
Agreement  during the period to which such statement  relates.  Reimbursement of
expenses for air travel is subject to approval as mentioned in Schedule "A".

4.02 The Company shall,  within ten (10) days of receipt at its Vancouver office
of each  itemised  statement  of account  furnished by the  Consultant,  pay the
Consultant  all  expenses,  costs and  charges  on  disbursements  shown in such
itemised statement of account.

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CONSULTING AGREEMENT
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                                    ARTICLE V
                                   TERMINATION

5.01  Any of the  parties  may for  any  reason  and in  their  sole  discretion
terminate  this Agreement by giving thirty (30) days notice to the other to that
effect.  The  Company  shall be liable to pay the  Consultant  for all  Services
provided  and  expenses  incurred  by the  Consultant  up to and  including  the
effective  date of  termination.  In the case of a change in  Management  of the
Company as a result of a  takeover,  the  Consultant  will be paid two times the
monthly retainer for the remaining months outstanding under Schedule "A" Terms.

                                   ARTICLE VI
                                   ASSIGNMENT

6.01 The Consultant shall not assign any of his rights or obligations under this
Agreement without the prior written consent of the Company.


                                   ARTICLE VII
                           AMENDMENT OF THIS AGREEMENT

7.01 The terms and  conditions of this  Agreement may be altered only by written
form of amendment duly executed by both parties hereto.


                                  ARTICLE VIII
                                     NOTICE

8.01 Any notice  required or permitted to be given  hereunder by any party shall
be deemed to have been given on the day such notice is  delivered  in writing to
the  addresses as set out in the front page of this  Agreement,  or by facsimile
transmission or, if verbal, when communicated  personally or by telephone to the
party  to  whom  it  is  directed.   Notices  given  verbally  or  by  facsimile
transmission shall be confirmed in writing delivered within three days, directed
to the  address of such  party  herein  before set out or such other  address of
which written  notice may be given from time to time;  notice sent by registered
mail will be deemed to have been  delivered  at the earlier of the time when the
receipt thereof is signed by the addressee and seventy-two  (72) hours after the
posting thereof in any Post Office in Canada.


                                   ARTICLE IX
                                  FORCE MAJEURE

9.01 If any party is prevented or delayed from performing any of the obligations
on its part to be performed hereunder by reason of force majeure,  including but
not limited to Act's of God,  strike,  threat of imminent strike,  fire,  flood,
war,  insurrection  or riot,  mob  violence  or  requirement  or  regulation  of
government  which cannot be overcome by reasonable  and lawful means and the use
of the facilities  normally employed in performing such obligation,  then and in
any such  event,  and so often as the same  shall  occur,  any such  failure  to
perform shall not be deemed a breach of this  Agreement and the  performance  of
any such obligation

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CONSULTING AGREEMENT
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shall be suspended during the period of disability,  it being understood that if
such situation persists more than 14 days, either party may thereupon  terminate
this Agreement. The parties agree to use all due diligence to remove such causes
of disability as may occur from time to time.

                                    ARTICLE X
                         CONFIDENTIALITY OF INFORMATION

10.01 The Consultant shall take all reasonable precautions to ensure that he/she
keep confidential any information concerning the Services carried out under this
Agreement,  including  information disclosed to the Consultant by the Company or
any of its officers, directors,  Consultants or agents and, without limiting the
generality of the foregoing,  Consultant  shall mark as confidential any and all
information  relating to the Company's  mining projects ("the  Projects") or the
Company's programs with respect thereto. Consultant shall prohibit access by any
other persons to the  information in the absence of written  permission for such
access by the Company.


                                   ARTICLE XI
                       COVENANT TO REFRAIN AND NOT COMPETE

11.01  Consultant  shall refrain from locating any mining claims,  acquiring any
lease or other property  interest,  or acting as an agent for any third party to
acquire such an interest, within an area which includes all lands within two (2)
kilometres  of the external  boundaries  of any Project,  in all instances for a
period of one (1) years from the  earlier of the date the  Consultant  completes
the  Services,  or the date that the  Consultant  resigns,  quits,  or otherwise
terminates this Agreement.

11.02 In the  event  that the  Services  are  performed  on a  Project  owned or
controlled  by a third party and the  Company's  evaluation  of such  Project is
subject to a confidentiality  agreement between the third party and the Company,
and said  confidentiality  agreement imposes either a larger area of exclusivity
around the Project,  or a longer time period than is  stipulated  in  Subsection
11.01,  or both,  then  Consultant  agrees to be bound by the same  terms as the
Company respecting such Project.

                                   ARTICLE XII
                                 APPLICABLE LAW

12.01 This  Agreement  shall be governed by and any  dispute  arising  hereunder
shall be  determined  in  accordance  with the laws of the  Province  of British
Columbia.


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CONSULTING AGREEMENT
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                                  ARTICLE XIII
                                    DISPUTES

13.01 Any dispute  between the parties  concerning  any matter or thing  arising
from this Agreement shall be referred to a mutually agreeable  arbitrator who is
knowledgeable in the mining and financial industries for arbitration.

13.02 The decision of the  arbitrator  referred to in Subsection  13.01 shall be
final and binding upon the parties.

13.03 Failing  agreement on appointment of an arbitrator under Subsection 13.01,
any  disagreement  or  dispute  shall be  resolved  by court of law and shall be
referred to, and the parties hereby expressly attorn to, the jurisdiction of the
Courts of the Province of British Columbia.



                                   ARTICLE XIV
                                    ENUREMENT

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

                                   ARTICLE XV
                                  COUNTERPARTS

15.01 This  Agreement  may be  executed in  counterparts,  each of which will be
deemed to be an original for all purposes but all of which will  constitute  one
in the same agreement.


IN WITNESS WHEREOF the parties hereto have executed this Agreement,  the day and
year first written above.

CONSULTANT:                             )     COMPANY:                         )
                                        )                                      )
                                        )                                      )
/s/ GERALD CARLSON                      )      /s/ JOSEPH GROSSO               )
____________________________________    )     ______________________________   )
                                        )                                      )
                                        )                                      )
                                        )       Joseph Grosso (Pres)           )
____________________________________    )     ______________________________   )


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CONSULTING AGREEMENT
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                                  SCHEDULE "A"

                             DESCRIPTION OF SERVICES


Duties will include:


1.    Attend key corporate presentations for fund raising.
2.    Introduce  the Company to media  letter  writers and  Corporate  Financing
      institutions and Major mining companies for possible joint ventures or the
      sale of properties.
3.    Review and approve News  Releases and sign off  especially  in the case of
      technical announcements and acquisitions.
4.    Review  and  approve  Company  literature  within  the area of  geological
      information for the public domain.
5.    Be available  for  important  telephone  conferences  as required  given a
      reasonable notice.
6.    Review and  assist in the  preparation  of all  inclusive  technical  high
      lighted  information  on the progress  and  disposition  of the  Company's
      property portfolio.
7.    Review and make  recommendations  for  improving  the existing  geological
      administration.
8.    Monitor the quality of the geological data maintained.
9.    Make property visits as warranted.
10.   Provide input on the Company's overall strategy and budget.
11.   Chair the Technical Review Committee, such committee to review and approve
      IMA's major programs and budgets.
12.   Oversee the technical  aspects of IMA's Navidad project,  with the Project
      Manager,  Paul  Lhotka,  and the  Exploration  Manager,  Keith  Patterson,
      reporting to Consultant.


                                      TERM

The  term of this  agreement  will  become  effective  April 1,  2004 and  shall
continue for twelve  months until March 31, 2005 at which time the terms will be
reviewed.  Duties will  include  all the duties as  outlined  on Schedule  "A" -
Description  of Services.  Consultant  will provide a minimum 8 days of services
per month.

                                  COMPENSATION

The  Consultant fee will include a monthly  retainer of C$2,000 plus  additional
days in excess of 3 days per month at a rate of $600 per day,  to be invoiced by
the 15th day of the following  month.  Consulting  fees and reasonable  expenses
based on an approved budget will be reimbursed within 10 days of submission.