MANAGEMENT SERVICES AGREEMENT

This Management Services Agreement dated for reference as of the 5th day of June
2006.

BETWEEN:

          OLYMPUS PACIFIC MINERALS INC., a British Columbia company having its
          head office at 10 King St East, Toronto Ontario M5C IC3, Canada

          (the "Company")

                                                               OF THE FIRST PART
AND:

          ACTION MANAGEMENT Ltd., a company incorporated in Fiji; having its
          head office at 39 Naranji Street, Suva, Fiji

          (the " Consultant ")

                                                              OF THE SECOND PART
BACKGROUND:

A.   At the request of the Company the Consultant has agreed to provide a
     manager ("Manager") for the Company as may be required by the Company for
     the proper management and advancement of the Company's business, upon the
     terms and conditions set out below.

WHEREAS:

A.   Company, subject to rights of termination, wishes to retain for a two year
     period, the services of the Consultant for the provision of the Manager to
     assume the position of Country Manager, Vietnam, of the Company,
     incorporating the position of Director General of each of the Vietnamese JV
     companies, and the Consultant and the Company wish to document the basis on
     which the Consultant will continue to provide such services to the Company.

B.   The Consultant represents that it possesses the necessary expertise to
     provide management and consulting services and shall be responsible for the
     employment or engagement of the "Manager" to be made available to the
     Company for the purposes of providing the services pursuant to this
     agreement and unless otherwise agreed shall pay all remuneration payable to
     the Manager and keep all records in relation to such personnel and make all
     deductions from the remuneration as required by law. The Company shall have
     the right to approve the Manager made available to it (such approval not to
     be unreasonably withheld)



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     C.   At the request of the Company the Consultant has agreed to initially
          provide its employee Charles Barclay for the position of Manager.
          Should the Consultant wish to replace Charles Barclay with another
          employee it can only do so with the written approval of the Company.

     E.   Consultant and the Company have agreed to enter into this management
          services agreement to ensure that the Consultant will continue to
          provide services to the Company and further to evidence the
          compensation and other benefits to be received by the Consultant in
          respect to such services.

NOW THEREFORE, in consideration of the mutual covenants and premises herein
contained, in consideration of the Consultant continuing to provide its services
to the Company, and for other good and valuable consideration (the receipt and
sufficiency of which are hereby acknowledged by the parties) the Consultant and
the Company hereby agree as follows.

1.   Interpretation

For all purposes of this Agreement, except as otherwise expressly provided or
unless the context otherwise requires:

     (a)  "affiliate" has the meaning given to it by the Business Corporations
          Act (Yukon);

     (b)  "Board" means the Board of Directors of the Company;

     (c)  Agreement" means this management services agreement as from time to
          time supplemented or amended by one or more agreements entered into
          pursuant to the applicable provisions hereof;

     (d)  The words "herein", "hereof" and "hereunder" and other words of
          similar import refer to this Agreement as a whole and not to any
          particular paragraph, sub-paragraph or other subdivision;

     (e)  The words "Set Objectives" refers to the corporate and operational
          objectives mutually set and agreed by the President and the Manager;

     (f)  "Term" means the period of two years from the date hereof;

     (g)  all references to currency mean United States currency;

     (h)  a reference to an entity includes any entity that is a successor to
          such entity;

     (i)  the headings are for convenience only and are not intended as a guide
          to interpretation of this Agreement or any portion hereof;

     (j)  a reference to a statute includes all regulations made pursuant
          thereto, all amendments to the statute or regulations in force from
          time to time, and any statute or regulation which supplements or
          supersedes such statute or regulations; and



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     (k)  the phrase "person acting jointly or in concert" includes each and
          every person described in Section 96(1) of the Securities Act (British
          Columbia), as amended from time to time.

2.   Engagement

     (a)  The Company, subject to its rights of termination, hereby engages the
          Consultant for a two year period to provide the Manager as Country
          Manager for the Company and the Consultant hereby accepts such
          engagement by the Company upon and subject to the terms and conditions
          hereinafter set forth.

     (b)  The Consultant agrees that:

          (i)   the Manager will serve as a Director and/or an officer of
                associated or affiliated companies;

          (ii)  the Consultant (or if required the Manager) will enter into
                management or employment agreements with associated or
                affiliated companies (in which case any remuneration or payment
                under such agreements shall be applied in satisfaction of the
                Company's payment obligations hereunder);

          (iii) the Company reserves the right to use its employees' and
                contractors' skills to the best advantage, and may change the
                Manager's duties and responsibilities during the term of this
                Agreement. The Consultant and the Manager will undertake such
                duties and exercise such powers in relation to the Company and
                its business as the Company directs;

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