TelcoPlus Enterprises Inc. ("the Company") announced the signing of a letter of to
acquire from armslength shareholders 79.6% of Yacimientos Mineros Riojanos
S.A. ("Yamiri"), a Province of La Rioja Argentina, incorporated company on a
reverse take over basis by the issuance of 59.7 million shares of the Company.

The balance of 20.4% of Yamiri is currently held by the Government of the
Province of La Rioja which the Company proposes to offer to acquire for up to
15.3 million shares in the future.

Yamiri holds a 100% interest in seven major project areas (covering
greater than 80,000 hectares), all of which are located in the Province of
La Rioja, Republic of Argentina. Three of the seven projects were visited and
described (with recommended work programs) in a report prepared by
Callum Grant, P. Eng. of Hatch Associates Limited (Hatch) dated April, 2005.
The three projects visited by Hatch are the Famatina, Mina El Oro and
Helvecia. In addition, Hatch recommends work programs for the other four
properties.

Yamiri’s properties have had significant work performed by several joint
venture partners over the years totaling in excess of US$21 million of which
approximately US$4 million was spent within the last five years. One of their
properties, Famatina, is currently subject to a joint venture agreement with
an Argentine subsidiary of Barrick Gold Corporation and the El Potro property
was recently joint ventured by Tenke Mining Corp. Most of Yamiri’s properties
are currently located within the Argentine Province of La Rioja. The La Rioja
Province is surrounded by three well known mining areas: the Argentine
Provinces of Catamarca and San Juan and the Maricunga Belt in Chile, all of
them world famous for their mining production and prospectivity.
    The Famatina project, located in the western part of La Rioja, covers
over 13,000 hectares and has been previously explored by various groups
including CRA-RTZ (1996-1998) and Corriente Resources Inc.(2000). Previous
work has identified a large alteration zone covering more than 2,000 hectares
within which are seven areas of more intensive alteration, some of which host
high-sulphidation, epithermal and porphyry style gold-silver-copper
mineralization. Drilling by CRA-RTZ on one of these targets (Mejicana) has
outlined a resource of 89 million tonnes grading 0.91 gpt gold (2.6 million
ounces of gold) as calculated by RTZ Consultants. Hatch (in their report) has
stated that this combined oxide and sulphide resource "would be classified as
Inferred Resource within the NI 43-101 guidelines."

Yamiri has entered into an option agreement with Barrick Exploration
Argentina S.A in which Barrick may earn a 70% interest in this property by
completing a feasibility study with a minimum investment of US$10 million in
exploration and development expenditures and payments to Yamiri of at least
US$500,000. Barrick has commenced work on the property and is expected to
report on its activities and results to Yamiri on a regular basis, with the
first quarterly report due in the first half of 2005.

    The Mina El Oro concession of Yamiri lies to the south of the Famatina
property and was previously mined in the 1940’s. It is estimated that over
3 kilometers of underground workings were completed on this project and over
60,000 ounces of gold were recovered from the workings while in production
during the 1940’s. Gold mineralization is associated with two major vein
systems, one of which strikes north-south, the other NW-SE hosted within a
sheared granitic stock. More recently the property has been sampled for its
bulk tonnage potential. Additionally, in 2004 Yamiri entered into an agreement
with a local land owner giving them the rights to acquire all of the ground
immediately surrounding the core holdings of El Oro to the limit of the
Famatina property to the north. While Yamiri currently is planning a program
of exploration, Yamiri has received from third parties an expression of
interest in joint venturing this property.

    The Helvecia property is located in the southern part of La Rioja and
lies immediately north of the Gualcamayo property owned by Viceroy Exploration
Ltd. The property is in an old district and it has been explored and mined
periodically since the late 1800s. Initially the focus was lead-zinc
mineralization hosted in a classic Mississippi Valley type environment
(karsted limestones). More recently, evidence of gold mineralization has been
recognized. In addition, uranium minerals were identified on the property and
small amounts (reported to be in the range of 50,000 tonnes) were mined during
the 1960’s. Yamiri is considering whether to evaluate the varied mineral
potential of this property themselves prior to any joint venture or option
agreement discussions, as there has been some interest expressed by third
parties.

    Yamiri holds four other major prospects that collectively are known as
the High Andes properties. One of these properties, El Potro has recently been
optioned to Deprominsa, the Argentine subsidiary of Tenke Mining Corporation
which has a right to earn a 70% interest in the property by expending
US$2.8 million on exploration and development and making cash payments to
Yamiri of US$1 million over five years. The property is located in the
southern part of La Rioja, immediately adjacent to the province of San Juan
and is underlain by Permo-Triassic intrusions and volcanics and cut by younger
Oligocene porphyries hosting copper and molybdenum mineralization. A second
property, the Penas Negras, covers the easterly strike of the Maricunga
mineral district (Chile) and was previously explored by Eldorado Gold
Corporation with over 55 drill holes (greater than 12,000 metres). While no
mineral resources were identified, a number of the holes returned scattered
indications of anomalous copper and gold mineralization. Penas Negras is
considered to be a combined system of epithermal gold with silver tellurides
associated with porphyry copper-gold and molybdenum mineralization.

    The two remaining High Andes properties, Cerro Bonete and Corona Del Inca
cover known zones of alteration (kaolin and silica) in Tertiary aged volcanic
rocks with potential for epithermal and porphyry style mineralization.
    There are approximately 45 private shareholders of Yamiri with the three
largest shareholders being Jorge L Gamarci, US and Argentine resident (47.4%),
the Government of the Province of La Rioja, Argentina (20.4%) and Suravia
Trading and Investment Inc, a Panamanian company controlled by Thomas Moser of Zurich (19.85%).

    Upon completion of the RTO the Company proposes to change its name to
Yamiri Gold and Energy Inc. The proposed initial board of directors will
consist of Jorge Gamarci Chairman, interim CEO, and director, Neil Woodyer
director, George Lee Gamarci director and existing directors John Proust and
Jay Sujir. The Company proposes to grant 1,850,000 options to directors,
employees, and consultants at a price of $0.33 per share for a period of five
years, subject to regulatory approval.

    Jorge L. Gamarci is currently a private investor and a member of several
corporate boards domiciled mostly in Latin America. He has held numerous
senior executive positions during his 30 plus year banking career, including
Managing Director at UBS Securities LLC where he was responsible for UBS’
investment banking business in Latin America, Senior Vice President,
International Treasury at the Bank of Montreal and Executive Vice President
and General Manager of the North American Head Office of Lloyds Bank PLC. He
studied accounting in Argentina and banking in the United States and completed
the PMD at the Harvard Business School. Mr. Gamarci is currently a director of
TSX listed Endeavour Mining Capital Corp and has been a director of
Yamiri S.A. for over ten years.

    Neil Woodyer is a founding partner and Managing Director of
Endeavour Financial and is responsible for coordinating financial advisory
mandates and investment related services. His experience in natural resource
marketing and finance spans thirty years, including Chief Executive Officer
positions with Lloyds International Trading, a subsidiary of Lloyds Bank
specializing in project and trade finance and commodity trading and
Amalgamet’s group of New York and Latin American based metal trading and
mining finance companies. Mr. Woodyer is currently a director of
Endeavour Mining Capital Corp., Dunsmuir Ventures Ltd., Medoro Resources Ltd
and Adobe Ventures Inc. He is also a Fellow of the Institute of Chartered
Accountants in England and Wales.

    George Lee Gamarci is a U.S. and Argentine resident, currently a Vice
President of Gamarci and Associates Inc. He has attended Greenwich Country Day
School, Phillips Exeter Academy and the University of Vermont. He has fourteen
years of experience in mining title acquisition in Latin America and eight
years of experience in airport and mining finance. He is also an expert
explorer, skier and mountain climber.
    To finance the acquisition of Yamiri and to provide funds for exploration
and development work and general working capital the Company has arranged a
$4 million non brokered private placement of 16 million units at a price of
$0.25 per unit. Each unit consists of one common share and one half of a
common share purchase warrant. Each warrant will be exercisable into one
common share at a price of $0.35 for a period of two years. If the market
price, as defined by TSX Venture policies, of the Company’s shares is higher
than $0.35 then the exercise price of the warrants will be increased to the
lower of the market price and $0.49.

    Pursuant to a mandate agreement with Endeavour Financial Ltd the Company
has agreed to pay to Endeavour $40,000 and issue 1,194,000 common shares of
the Company on closing.

    Completion of the transaction is subject to a number of conditions,
including but not limited to, Exchange acceptance and disinterested
Shareholder approval. The transaction cannot close until Shareholder approval
is obtained. There can be no assurance that the transaction will be completed
as proposed or at all.

    Investors are cautioned that, except as disclosed in the Management
Information Circular and/or Filing Statement to be prepared in connection with
the transaction, any information released or received with respect to the RTO
may not be accurate or complete and should not be relied upon. Trading in the
securities of TelcoPlus Enterprises Inc should be considered highly
speculative.

Source:http://www.newswire.ca/