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<page> Vitel Ventures Corporation C/O Bodden Corporate Services 802 Grand Pavillion Po Box 10335 Apo West Bay Road Grand Cayman, Cayman Islands, Bwi April 25, 2002 Bepariko Biocom One Belmont Avenue, Suite 417 Bala Cynwyd, Pa 19004 Attention: Stephen P. Harrington, President Dear Mr. Harrington: In Exchange for a Purchase Price of US$350,000, the Receipt and Sufficiency of Which Is Hereby Acknowledged, Vitel Ventures Corporation (The "Company") Hereby Assigns, Conveys and Transfers to Bepariko Biocom ("Bepariko") All of Its Rights, Title and Interests, as Set Forth in the Loan Agreement Dated December 10, 2001, as Amended, Between Touchstone Resources Ltd. ("Touchstone") and the Company, to Acquire One Half of the Interest Held by Touchstone in the Hackberry Project Located in Jefferson County, Texas (The "Purchased Interest"). the Company Hereby Agrees That It Shall, as Soon as Practicable, Take All Actions Necessary to Exercise Its Rights Under the Loan Agreement to Acquire the Purchased Interest and to Instruct Touchstone to Execute a Partial Assignment of Mineral Lease and Any Other Documents Which Bepariko Shall Deem Necessary to Transfer Title to the Purchased Interest Directly to Bepariko. Please Confirm Your Agreement With the Above Terms by Signing and Returning the Accompanying Copy of This Letter. Sincerely, Vitel Ventures Corporation By: Agreed to and Accepted This ___ Day of , 2002 Bepariko Biocom By: Stephen P. Harrington, President
