RIMPAC RESOURCES LTD/NM
EX. 10.1 LETTER OF INTENT
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>3
<FILENAME>ex10-1_ltrintent.txt
<DESCRIPTION>EX. 10.1 LETTER OF INTENT
<TEXT>
                                LETTER OF INTENT



November 14, 2001

RE:  PURCHASE OF ALL ISSUED AND OUTSTANDING SHARES OF INTERNETLOTO, INC.
(A PRIVATE CALIFORNIA CORPORATION) BY RIMPAC RESOURCES LTD. (A NEVADA
CORPORATION)

The parties have agreed to the following:

    1.   Rimpac Resources Ltd., has 8.55 million shares issued and outstanding
         and is listed on the OTC BB NASD.

    2.   InternetLOTO, Inc. is a private California Corporation with 8 million
         shares issued.

    3.   Rimpac Resources, Ltd. will acquire all the shares of issued and
         outstanding in InternetLOTO, Inc. for a total of 11.45 million shares
         of 144 stock, one year hold stock.

    4.   Rimpac Resources will then have 20 million shares issued and
         outstanding.

    5.   InternetLOTO, Inc. will then become a division of Rimpac Resources Ltd.

    6.   InternetLOTO, Inc. shareholders will have the right to appoint a new
         board of directors and a new president to Rimpac.

    7.   InternetLOTO, Inc. will conduct business according to its business plan
         and offering memorandum.  All directors will have a fiduciary
         responsibility to fulfill the direction of the business plan.



Date: November 14, 2001


By:
Rimpac Resources, Ltd.                      InternetLOTO, Inc.

/s/ GEORGIA KNIGHT                          /s/ THOMAS JOHNSON
--------------------------                  -----------------------------
Georgia Knight, President                   Thomas Johnson, President & CEO




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</DOCUMENT>
