MOSQUITO
      CONSOLIDATED GOLD MINES LTD. 

    301
      -
      455
      GRANVILLE STREET

    VANCOUVER,
      B.C.

    V6C
      ITI

     

    
      	
              TELEPHONE;
                605
                689 7902

            	
              FAX;
                6046897816

            


    

    


    June
      10,
      2005

    Joseph.Intelisano
      Jr.

    And

    Joseph
      Intelisano Sr.

    And

    Fannie
      lntelisano

    And

    Rudolph
      Intelisano

    And

    Lakeview
      Realty Corporation 

    (The"Optionors")

     

    251
      Hideout, 

    Lake
      Ariel, 

    Pennsylvania,
      USA 

    18436-0251

     

    BY
      Fax:
1-570
      869-2282

     

    Dear
      Mr.
      Sirs:

     

    RE:
      Option to Purchase A2reement-Red Lake Mineral Claims

     

    Further
      to our recent discussions, this letter will confirm our agreement whereby the
      Optionors have agreed to grant an option to purchase Patented Mineral claims
      KRL
      252, 253,254 and 255 (the "Properties") located near Red Lake,
      Ontario.

     

    Mosquito
      Consolidated Gold Mines Ltd. (the "Optionee") will purchase a 100% interest
      in
      the Properties under the following terms and conditions.

     

    1.
      Purchase Price: $500,000.00
      on approval of TSX Venture Exchange with due diligence
      and effort on the part of the Optionee.

     

    2.
      Payments: A. $ 25,000 - On approval of the TSX-Venture Exchange.

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    PAGE
      TWO OF FIVE

     

    B.
      $
      50,000 - 1 year from the date of approval of the TSX-Venture
      Exchange.

     

    C.
      $
      75,000 - 2 year from the date of approval of the TSX-Venture Exchange.
      

     

    D.
      $100,000 - 3 years
      from the date of approval of the TSX-Venture Exchange.

     

    E.
      $250,000 - 4 years from the date of approval of the TSX-Venture
      Exchange.

    


    3.
      Subjects: Approval of the TSX -
      Venture
      Exchange, by August 30,2005 or this  letter
      agreement will become null and void, and any monies paid by the Optionee to
      the
      Optionor shall be retained by the Optionor as damages and the properties shall
      be retained in the possession of the Optionor.

    


    4.
      If the
      Optionee shall fail to make any required payment by the due date then the option
      to purchase in this letter agreement, will at the sole discretion of the
      Optionor, expire and become null and void. Any monies paid to the Optionor
      by
      the Optionee shall be retained as damages, and the properties shall be retained
      by the Optionor.

    


    5.
      The
      Optionee is not entitled to conveyance of the title to the properties until
      the
      final installment of the purchase price has been paid.

    


    6.
      Upon
      the exercise of the Option, by payment of the $25,000.00 and approval of the
      TSX
      as indicated in paragraph 2 A, the Optionors as Vendors shall retain a 2% NSR
      on
      all production from properties. The payment of the NSR shall be included in
      any
      sale or conveyance of the properties to any other entity. The Optionee as
      Purchaser may buy back 1% of the NSR at anytime for CDN $1,000,000.00 (one
      million dollars Canadian funds). In this agreement, "Net Smelter Returns" with
      respect to the Properties will be computed as follow:

    


    
      	
            	(a)	
              If
                minerals, mineral concentrated or other substances, ore-bearing Materials
                and rock of every kind whether metalliferous or nonmetalliferous
                substances are removed from the Properties and delivered to a mill,
                smelter in bona fide arm's length transaction or any process plant,
                the
                net smelter return will be the total, gross sale proceeds there from
                which
                are received by or credited to the Purchaser, including any proceeds
                of
                insurance, less only (1) all actual costs incurred by the Purchaser
                for
                transportation of the substance to points or point of sale; and (2)
                all
                sampling, assaying, weighing, treatment, smelter or refining charges
                or
                penalties which are charged by the Buyer of all minerals and ore-bearing
                materials to the Purchaser (optionee), except those deducted for
                cost of
                any treatment, processing or beneficiation by or on behalf of the
                Purchaser (optionee).

            


    

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    PAGE
      THREE OF FIVE

    


    
      	
            	(b)	
              If
                ores are removed from the Properties other than in a bona fide arm's
                length sale transaction, the net smelter returns will be based upon
                a
                value equivalent to Net Smelter Returns which will be the gross fair
                market value of the ores at the Properties, in the form and condition
                in
                which the ores are transported from the Properties, without any deduction
                for cost of any treatment, processing or
                beneficiation;

            


    

     

    
      	
            	(c)	
              Any
                sale of by-products of operations or other materials produced from
                The
                Properties, such as tailing or dump wastes, sand, gravel, or clays
                and Any
                use of them off the Properties without a sale (except solely as a
                waste
                Disposal) will be subject to the Net Smelter Return
                royalty;

            


    

     

    
      	
            	(d)	
              Within
                120 days after the end of each calendar year for which the Net Smelter
                Returns are payable, the records relating to the calculations of
                Net
                Smelter Returns for such year will be audited by a mutually acceptable
                Independent auditor. Any resulting adjustment in the payment of Net
                Smelter Returns will be made forthwith after completion of the audit.
                All
                payments of Net smelter Returns for a calendar year will be deemed
                final
                and in full satisfaction of all obligations of the Purchaser in respect
                thereof if such payments or calculations thereof are not disputed
                by the
                Vendor within 60 days after receipt by the Vendor of the audited
                statements;

            


    

     

    
      	
            	(e)	
              The
                Purchaser will maintain an accurate record of the results of all
                mining
                Operations on Properties and results of such sampling, weighing and
                Assaying with respect to any ore mined and concentrated and bullion
                Produced on the Properties;

            


    

     

    
      	
            	(f)	
              The
                Vendor, or its authorized agents will be permitted the right to Examine,
                at least quarterly, such records pertaining to the Calculations of
                Net
                smelter Returns and have, at their own risk, access To the
                Properties;

            


    

     

    
      	
            	(g)	
              Payment
                of Net Smelter Return Royalties will be made within seven (7) days
                following each month end, during which the Purchaser received proceeds
                from the mining operations on the Properties;
                and

            


    

     

    
      	
            	(h)	
              The
                Vendor has the right to register its Net Smelter Royalty in the
                Appropriate Land Title Office or Mining Recorder's Office. As the
                case
                Maybe.

            


    

    


    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

     

    PAGE
      FOUR
      OF FIVE

     

    
      7.
        Other
        conditions:

    

     

    
      (a)All
        payments are Canadian funds but may be converted, at the Bank of Montreal
        closing rate of the day, to US funds and paid in US funds at the option of
        the
        Optionor.

    

     

    (b)
      This
      Agreement will enure to the benefit of and be binding upon the parties hereto
      and their respective heirs, executors, successors and assigns.

     

    (c)
      Optionee shall pay all taxes, including but not limited to real estate, school
      and .;;
      ~g
      fees/taxes or any other monies necessary to carry out operations and maintain
      the
      properties in good standing.

     

    (d)
      Optionee shall complete all and any reclamation required as a result of
      operations on the properties but not to include previous
      operations.

     

    (e)
      Optionee will comply with any and all reclamation, environmental, and/or
      compliance issues ordered by any regulatory authorities concerning the
      properties and hold the Vendors non-liable and harmless.

     

    8.
      Reports and access to data: The Optionee will supply the Optionor with copies
      of
      its' field reports on the properties as the exploration program develops, as
      well as reports at reasonable intervals based on annual project milestones.
      The
      Optionor will have access to all data generated on the properties and review
      activities and results.

     

    9.
      Insurance: The Optionee shall obtain and maintain or cause any contractor
      engaged on the properties to obtain and maintain, during any period when there
      is active work is carried out on the property, adequate insurance, which in
      no
      case will contain less than Two Million Dollar ($2,000,000.00) liability clause.
      This insurance shall name the Optionors as additional insured. The optionee
      (purchaser) shall also maintain a One Million Dollar general liability insurance
      on the properties, also naming the Vendors (optionors) as additional
      insured.

     

    10.
      Legal
      Jurisdiction: The laws of the Province of Ontario shall govern this agreement
      and formal agreement.

     

    If
      the
      above meets with your approval, please signify your acceptance below and return
      to us by fax. 1-604 689-7816

     

    Upon
      receipt of your acceptance, we will initiate the approval process with the
      TSX-Venture Exchange

     

    
      
        
        

      

      
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