Alto Ventures Ltd.
Alto Ventures Ltd.
News News Releases

 Tue May 25, 2004
Update on Reorganization

 Alto Ventures Ltd. (the "Company") (TSX.V: ATV) has submitted National Instrument 43-101 Technical Reports to the TSX Venture Exchange (the "Exchange") on the Oxford Lake and Despinassy gold projects in Manitoba and Quebec respectively. The Oxford Lake property, located in the Gods Lake area of northern Manitoba is being acquired from Hidefield plc (Symbol "HIF"), an AIM listed company on the London Stock Exchange and Anglo Pacific Group plc (Symbol "APF"), listed on the London Stock Exchange, in consideration for common shares of Alto. This acquisition and the acquisition of two other gold properties, the Green Oaks and Dog Lake properties in northwestern Ontario constitute a Reverse Takeover under Exchange Policy. The Company has set a record date of June 14, 2004 and a meeting date of July 14, 2004 to gain disinterested Shareholder Approval of this and other transactions as announced in the Company's News Release of April 21, 2004.

The 70% interest in the Despinassy property is being acquired from Cameco Gold Inc. (now Centerra Gold Inc.) under an option agreement whereby Alto makes cash payments of $200,000 and cash or share payments, at Alto's option, of $500,000 over five years from the date of signing of a formal option agreement. Cameco's 30% joint venture partner, Commander Resources Ltd. (TSX.V: CMD) has waived its right of first refusal in consideration for 100,000 common shares of Alto and a best efforts exploration program of $500,000 over two years. In this regard , the Company has informed Cameco and Commander that it has completed its due diligence and would like to proceed to the drafting of formal agreements.

As a result of these initiatives, the Company shall resume trading at the open of trading on May 26, 2004 and will continue with the filing of further documentation to gain Exchange approval for the various transactions related to the reorganization and $800,000 financing of the Company. Upon satisfaction of all Shareholder and Exchange approvals, Alto will have an exceptional portfolio of gold projects in Manitoba, Ontario and Quebec under the management of a new team of mining and finance professionals with a proven track record in mineral property development, acquisitions and access to capital markets. Drill programs for the Oxford Lake and Despinassy projects are planned for the upcoming winter drill season.

ON BEHALF OF THE BOARD:

Rick Mazur
President & CEO

The TSX Venture Exchange has neither approved nor disapproved of the contents of this press release.

For further information, contact:

Rick Mazur
President & CEO
Alto Ventures Ltd.
Suite 910-475 Howe Street
Vancouver, B.C. V6C 2B3
Phone: 604-681-2409
Fax: 604-689-3609
Email: [email protected]
 
 

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