Marampa Completion

1.

AML will acquire 44,000,000 fully-paid ordinary shares in CLIO (the "CLIO Shares"), representing approximately 9% of the enlarged issued share capital of CLIO, in return for which CLIO will invest in the Marampa Project by committing to contribute US$25 million towards a definitive feasibility study in accordance with an agreed monthly calling schedule. This contribution is in consideration of the issue to CLIO of new shares (the "Marampa Shares"), representing 30% of the total share capital in Marampa Iron Ore Limited ("Marampa" - AML's Bermuda registered, wholly-owned subsidiary which holds AML's mineral interests in the Marampa Project).

2. 

CLIO will contribute an initial US$5 million upon completion of the Agreement and will earn further pro-rata interest in Marampa by making further contributions towards the definitive feasibility study.  CLIO has the right to withdraw from the transaction upon expending the initial US$5million. If CLIO exercises this right, it will retain a pro-rata interest in Marampa and have no further expenditure obligations, other than to make contributions pro-rata to its shareholding in Marampa. If CLIO exercises this right, AML will retain the CLIO Shares

3. 

If the feasibility study costs more than US$25 million, CLIO and AML will contribute to the excess cost pro rata to their respective shareholdings in Marampa.

4.

CLIO has also been granted an exclusive option to invest further in the Marampa Project by acquiring from the Company the outstanding shares in Marampa, resulting in Marampa becoming a wholly-owned subsidiary of CLIO, at a price of US$200 million, less the aggregate of (i) US$25 million and (ii) US$13,170,266, being the value of the CLIO Shares as at the date of completion of the Agreement (at an exchange rate of 1 AUS$ = US$0.7993), which may be satisfied in cash, shares or a combination of both. The option may be exercised during the period commencing on the date of the Agreement and ending on the earlier of the date falling three months after finalisation of the definitive feasibility study and the date 20 months after completion of the Agreement.

5.

Initially, CLIO Chairman Tony Sage and senior technical advisor Joe Ariti will be appointed to the Board of Directors of Marampa, thereby giving CLIO 50% Board representation.

6.

The CLIO Shares will not be entitled to participate in any capital reduction or dividend announced by CLIO 18 August 2008 and proposed to be paid to CLIO shareholders in October 2008.

7.

Under the arrangements between the parties the CLIO Shares and the Marampa Shares will be returned to the respective parties if, during a twelve month period from the date of completion, AML's Exploration Licence for the Marampa Project is materially and adversely changed in any manner whatsoever, or if AML fails to grant Marampa access to the Pepel Port and Marampa to Pepel railway infrastructure (the "Infrastructure Facilities") on terms to be agreed. AML's negotiations with the Government of Sierra Leone in respect of a lease and operating agreement over the Infrastructure Facilities are well advanced.

8.

The CLIO Shares will be held in escrow for a period of 12 months, during which time they cannot be disposed of by AML, unless during that time a change of control takes place in respect of CLIO. The CLIO shares will enjoy full voting rights both during and after the escrow period.

9.

The Agreement contains the usual provisions regarding warranties, limitations of liability and other standard, commercial obligations.

(a)

Drill testing the defined anomalous gravity targets, with the objective of delineating a JORC compliant mineral resource;

(b)

The extension of gravity surveys to cover prospective areas within the 20km long regional structure. Reconnaissance drilling has confirmed the validity of gravity for defining drill targets and its coverage will be extended to define further drill targets and provide an assessment of the Marampa Project's potential mineralised inventory;

(c)

Completing metallurgical test work, engineering and environmental studies to enable the scope, capital cost and economics of the Marampa Project to be defined.

African Minerals Limited

Tel: +44 (0) 20 7849 3002

Frank Timis

Roy Pitchford

Canaccord Adams limited

Tel: +44 (0) 20 7050 6500

Mike Jones

Mirabaud Securities Limited

Tel: +44 (0) 20 7878 3360

Rory Scott

Citigate Dewe Rogerson

Tel: +44 (0) 20 7638 9571

Martin Jackson

George Cazenove