EXHIBIT 10(M)

                                 AIM GROUP, INC.
                              Hwy 270, P.O. Box 208
                           Jones Mills, Arkansas 72105


November 13, 1998


Dr. Audrey L. Braswell
36453 Woodbriar Drive
Yucaipa, CA 92399

      Re:  Third Amendment to Series A Convertible
           Note of AIM Group, Inc.
           ---------------------------------------

Dear Dr. Braswell:

      This  letter  agreement  provides  for  an  amendment  to the  Series  A
Convertible Note (the "Note") issued to you by AIM Group, Inc. (the "Company")
in the principal  amount of $300,000.00 on May 20, 1997, as amended on May 20,
1997 and March 24,  1998.  The Board of  Directors of the Company has approved
the changes in the terms of the Note set forth below and,  upon  acceptance by
you in the space set forth  below,  the Note will be deemed to be  amended  to
give effect to such changes,  subject to the approval of the  Vancouver  Stock
Exchange. Defined terms set forth below have the same meaning as prescribed in
the Note unless the context otherwise requires.

      The Note is amended as follows:

1.    MATURITY. The Maturity Date of the Note is extended to be June 30, 1999.

2.    INTEREST RATE. The annual  interest rate of the Note will remain at 10%,
payable quarterly in arrears at the beginning of each calendar quarter.

3.    THE CONVERSION PRICE. The conversion  provisions of the Note will remain
at a Conversion  Price of $2.10 per share  (adjusted for one for three reverse
stock split), convertible with the same terms of the Note as amended.

4.    TIME OF CONVERSION.  a) Noteholders  may at anytime  convert their Notes
subject to the terms set forth in the opinion  letter of AIM's  counsel  dated
November  2,  1998.  except  as  otherwise  provided  in  Paragraph  5 of this
agreement.

b)    After the closing of the Company's  proposed  equity  offering(s) in the
minimum  amount of  $2,000,000,  there will be a mandatory  conversion  if the
closing  bid  price  of the  Company's  common  stock on the  Vancouver  Stock


<PAGE>

Exchange  averages  in excess of $4.50 per share for a ninety  (90) day period
and  maintains an average  daily  trading  volume of 6,000 shares for the same
ninety (90) day period.

5.    LOCK-UP.  a) If the Noteholders are advised in writing of the closing of
one  or  more  contemplated   private  placements  (the  "Financing")  with  a
cumulative  total in excess of $2,000,000,  the Noteholders  will refrain from
selling  any  shares  received  upon  conversion  of the  Notes  for 240  days
following the first subscription of the Financing, provided, however, that the
Noteholders  may sell up to  100,000  common  shares  in  accordance  with the
attached Schedule A, during the period from 120 days to 240 days following the
first subscription of the Financing.

b)    Management  (other than  Northern  Federal  Minerals LLC (Arena) and Dr.
Braswell,  which  may  sell  on the  same  basis  as the  other  Noteholders),
including any officers, directors or ten percent (10%) shareholders,  will not
sell any shares until 330 days after the closing of the Financing. All parties
agree that any sale of shares will be subject to Rule 144 under the Securities
Act of 1933.

6.    EFFECT OF AMENDMENT.  Except as amended hereby, and by the amendments of
May 20, 1997 and March 24, 1998, the terms of the Note,  attached hereto, will
remain in full force and effect.


                                                Sincerely yours,

                                                AIM GROUP, INC.

                                                By: /s/PAUL R. ARENA
                                                    ----------------
                                                    Paul R. Arena
                                                    Chairman of the Board and
                                                    Chief Executive Officer


Accepted on this


15th day of November, 1998

DR. AUDREY L. BRASWELL

By: /s/AUDREY L. BRASWELL
    ---------------------


<PAGE>

                                 SCHEDULE "A"

                        Of the Third Amendment to the:

                             Series A Convertible
                           Notes of AIM Group, Inc.


<TABLE>
<CAPTION>
 Noteholder                    Principal Amount     Shares Cv @ $.70      (*)
 ----------                    ----------------     ----------------      ---
<S>                                <C>                  <C>              <C>
Dr. Audrey L. Braswell             $300,000             142,857          28,572

Bernard R. Kossar                  $300,000             142,857          28,572

Northern Federal Minerals, LLC     $450,000             214,286          42,856
</TABLE>


      Adjusted for one for three reverse stock split

(*)   Number  of  pro-rata  allowable  shares  that can be sold by  Noteholder
during the period as described in Paragraph 5 of the Second Amendment.