GEOLOGICAL REPORT AND EXPLORATION SUMMARY OF THE URIQUE PROJECT

Municipality of Urique

CHIHUAHUA STATE, MÉXICO

December 14, 2011

Submitted by

P. C. Gibson, Ph.D., CPG Hacienda del Nopal 6506 Col. Haciendas del Valle Chihuahua, Chihuahua, CP 12317 México

Prepared for

MAMMOTH CAPITAL CORP. #1610 – 1066 West Hastings Street Vancouver, B.C., Canada, V6E 3X1

In Compliance with NI 43-101

GEOLOGICAL REPORT AND EXPLORATION SUMMARY OF THE URIQUE PROJECT

Table of Contents

TABLE OF CONTENTS i DESCRIPTION OF TERMS ...... iv CONVERSIONS...... vi STATEMENT OF QUALIFICATIONS AND CONSENT ...... vii CONSENT ...... ix 0.0. Summary...... 1 1.0 Introduction...... 4 2.0 Reliance on Other Experts ...... 6 3.0 Property Description and Location ...... 7 4.0 Accessibility, Climate, Local Resources, Infrastructure and Physiography...... 12 5.0 History...... 14 6.0 Geological Setting and Mineralization ...... 16 8.0 Exploration...... 21 8.1 Urique South...... 23 8.1.1 Urique District (Urique Camp) ...... 24 8.1.2 Other Areas...... 37 8.2 Urique North...... 38 8.2.1 San Pedro...... 38 8.2.2 Cuiteco ...... 47 9.0 Drilling...... 51 10.0 Sample Preparation, Analyses and Security ...... 52 11.0 Data Verification...... 54 12.0 Mineral Processing and Metallurgical Testing ...... 54 13.0 Mineral Resource Estimates ...... 54 14.0 Adjacent Properties...... 54 15.0 Other Relevant Data and Information...... 56 16.0 Interpretation and Conclusions ...... 57 17.0 Recommendations...... 58 18.0 References...... 61

i Technical Report on the Urique Project FIGURES

FIGURE 1 LOCATION OF THE URIQUE PROJECT, CHIHUAHUA STATE, MEXICO...... 6 FIGURE 2 LOCATION OF THE URIQUE PROJECT AND OTHER SIGNIFICANT PROJECTS AND MINES IN THE SIERRA MADRE GOLD BELT...... 10 FIGURE 3 URIQUE PROJECT CONCESSION MAP...... 11 FIGURE 4 RUGGED TOPOGRAPHY OF THE URIQUE CANYON, CHIHUAHUA STATE, MEXICO...... 14 FIGURE 5 GENERALIZED REGIONAL GEOLOGIC MAP, URIQUE PROJECT. GEOLOGY MODIFIED FROM SGM 2004, 2006, 2008...... 17 FIGURE 6 LOCATION OF THE URIQUE NORTH AND SOUTH SECTORS AND EXPLORATION AREAS AT THE URIQUE PROJECT.7.0 DEPOSIT TYPES...... 20 FIGURE 7 GEOLOGIC AND TARGET MAP, URIQUE SOUTH SECTOR, CHIHUAHUA STATE, MEXICO. .25 FIGURE 8 PANORAMA OF THE URIQUE CAMP, CHIHUAHUA STATE, MEXICO...... 26 FIGURE 9 HISTORIC MINE IN THE URIQUE CAMP ...... 26 FIGURE 10 GEOLOGIC MAP OF THE ROSARIO AREA SHOWING THREE LARGE CROSSCUTS THAT ACCESSED THE VEIN SYSTEMS, AND GEOPHYSICS TRAVERSES...... 28 FIGURE 11A. GEOLOGIC PLAN MAP OF PART OF THE ROSARIO WORKINGS, SHOWING GOLD ASSAYS...... 29 FIGURE 12 GEOLOGIC CROSS SECTION, ROSARIO AREA, URIQUE PROJECT, CHIHUAHUA STATE, MEXICO. THE SECTION IS APPROXIMATELY ALONG LINE RL-2 IN FIG 10...... 31 FIGURE 13 EXAMPLE OF THE NARROW VEINS THAT ARE EXPOSED IN THE ROSARIO WORKINGS..32 FIGURE 14 VERTICAL VEIN PROJECTION OF THE MONO VEIN, ROSARIO MINE, SHOWING LOCATION OF POSSIBLE “CLAVO” OR ORE SHOOT. THE PLAN MAP IN THE LOWER PORTION OF THE FIGURE SHOWS PART OF THE ROSARIO WORKINGS OF FIG. 11...... 34 FIGURE 15 COMPARISON OF CROSS SECTION FROM FIG. 11 WITH IP PSEUDOSECTION OVER THE ROSARIO AREA...... 36 FIGURE 16 EXPLORATION AREA OF THE, URIQUE NORTH SECTOR, CHIHUAHUA STATE, MEXICO. 41 FIGURE 17 PORTAL OF THE HISTORIC SANGRE DE CRISTO MINE...... 42 FIGURE 18 GAMBUSINO WORKINGS IN THE SAN PEDRO AREA OF THE URIQUE PROJECT...... 42 FIGURE 19 QUARTZ VEINING IN DIORITIC INTRUSIVE ROCK, SAN PEDRO AREA, URIQUE PROJECT.43 FIGURE 20 GEOLOGIC MAP, SAN PEDRO AREA, URIQUE PROJECT, CHIHUAHUA STATE, MEXICO. ..44 FIGURE 21 VEIN AND TARGET MAP, SAN PEDRO AREA, URIQUE PROJECT, CHIHUAHUA STATE, MEXICO...... 45 FIGURE 22 COMPARISON OF GEOLOGIC CROSS SECTION AND IP PSEUDOSECTION ON LINE SPL-3 AT SAN PEDRO...... 46 FIGURE 23 PANORAMA OF THE CUITECO AREA SHOWING STRONG ALTERATION IN THE CENTER OF THE PHOTO...... 47 FIGURE 24 VIEW OF STRONGLY ALTERED VOLCANIC ROCKS IN TRAIN CUT, CUITECO AREA. PHOTO BY ING. CARLOS JURADO...... 48 FIGURE 25 GEOLOGIC MAP, CUITECO AREA, URIQUE PROJECT, CHIHUAHUA STATE, MEXICO...... 49 FIGURE 26 STRONG CLAY-SERICITE PLUS PYRITE ALTERATION WITH STRATIGRAPHIC CONTROL, CUITECO AREA...... 50 FIGURE 27 CAVERNOUS AND SACHAROIDAL RESIDUAL SILICA EXHIBITING STRATIGRAPHIC CONTROL, CUITECO AREA. PHOTO BY C. JURADO...... 50

ii Technical Report on the Urique Project TABLES

TABLE 1 CONCESSION DATA FOR THE URIQUE PROJECT ...... 9 TABLE 2 SELECTED ASSAY DATA FROM MINES IN THE URIQUE CAMP...... 27 TABLE 3 SELECTED ASSAY RESULTS FROM VEINS IN THE ROSARIO AREA, URIQUE DISTRICT ...... 35 TABLE 4 ASSAY RESULTS, LA PATRICIA MINE AREA...... 37 TABLE 5 ASSAY RESULTS, DON ANCHONDO MINE AREA...... 37 TABLE 6 ASSAYS FOR SELECTED SAMPLES, SAN PEDRO...... 39 TABLE 7 2008 URIQUE PROJECT DRILL DATA...... 52 TABLE 8 PROPOSED EXPLORATION BUDGET, URIQUE PROJECT...... 60

iii Technical Report on the Urique Project DESCRIPTION OF TERMS

TERM DESCRIPTION 1,990,382 N UTM grid measurement in metres north of the equator 412,132 E UTM grid measurement in metres east of the central Meridian Ag, As, Au, Bi, Cu, Fe, Hg, K, Chemical symbols from the periodic group of elements. silver (Ag), arsenic (As), gold (Au), bismuth (Bi), copper Pb, Sb, Te,, and Zn (Cu), iron (Fe), mercury (Hg), potassium (K), molybdenum (Mo), lead (Pb), antimony (Sb), and zinc (Zn). Physical and chemical changes to the original composition of rocks due to the introduction of hydrothermal fluids, of ore-forming solutions, to changes in the confining temperature and pressures or to any combination of Alteration these. The original rock composition is considered "altered" by these changes, and the product of change is considered an "alteration". (From Hacettepe University online dictionary, after AGI) a. A departure from the expected or normal. b. The difference between an observed value and the corresponding computed value (background value). c. A geological feature, esp. in the subsurface, distinguished by geological, Anomalous (anomaly) geophysical, or geochemical means, which is different from the general surroundings and is often of potential economic value; e.g., a magnetic anomaly. (From Hacettepe University online dictionary, after AGI) Means fragmental rocks whose components are angular and, therefore, as distinguished from conglomerates as Breccia not water worn or rounded. May be sedimentary or formed by crushing or grinding along faults or by hydrothermal explosions. CAD and USD Canadian dollars, United States of America dollars. Calc-silicate alteration An alteration consisting mainly of calc-silicate minerals A measurement in the Induced Polarization (IP) geophysical method, a measurement of the amount of the decay Chargeability in electrical current measured after turning off a current that is injected into the ground at electrodes Clavo Ore shoot in the Spanish language mining lexicon CRM Consejo de Recursos Minerales (also Coremi). The former Mexican Geological Survey now renamed the "SGM" DDH Diamond drill hole Said of a hydrothermal mineral deposit formed at relatively shallow depths within the Earth's surface and at a Epithermal relatively low temperature range (50 to 200 degrees C), occurring mainly as veins. Also, said of that depositional environment. FeOx Iron oxide Gambusino Mexican term for miners who exploit at a small rustic scale, commonly illegally Grams per Tonne. Where a gramme (also gram) is a unit of measure equal to 1/1000th of a kilogram. A Tonne is a Gm/Tonne or g/t metric Tonne having a unit weight of 1,000 kilograms. GPS An electronic device that records the data transmitted by the geographic positioning satellite system. Induced polarization, a geophysical method whereby electrical currents are injected into the ground, and the IP decay in the resultant charge is measured at electrodes after the current has been turned off. I.N.E.G.I. Instituto Nacional de Estadística y Geografía Ing. Ingeniero, a formal salutation for Engineer, as in Doctor (Dr.) or Mister (Mr.). In common use in Mexico. JV Joint venture Km, Kms Kilometre, Kilometres Ltd, Inc Limited, Incorporated M, Ma, MT Million, Million years, Million Tonnes m.a.s.l. Metres above sea level G12B39, G13A41 Index numbers for 1:50,000 scale maps in Mexico that cover the project area

CaO, MgO, SiO2; K2O Calcium, Magnesium, silica and potassium oxides respectively. Major rock forming chemical compounds. The presence of minerals of possible economic value – and also the process by which concentration of economic Mineralization (mineralizing) minerals occurs. oz, ppm, ppb, ºC, mm, cm, m, Units of measure: ounce, parts per million, parts per billion, degrees Celsius, millimetre, centimetre, metre, Km, Km2, kilometre and square kilometres. N, S, E, W, NW, etc North, south, east, west, northwest, northeast etc. No. Number HQ, NQ Core Specifies the diameter of a cylinder of drill core, HQ has a 63.5 mm diameter. NQ has a 47.6 mm diameter. NAD27 Ellipsoid model of the Earth’s surface, in common use in Mexico NSR Net Smelter Return “on trend” or “on Strike” A definable geographic direction or orientation of strata, objects or occurrences. Pole-Dipole A method or array for measuring induced polarization (IP) The way IP data is reported along traverses, showing the station separation (N) and the depth of recording in Pseudosection multiples of N, generally with Chargeability, resistivity and metal factor, generally areas with low resistivity and high chargeability.

iv Technical Report on the Urique Project QA/QC Quality assurance and quality control S.A de C.V Sociedad Anónima de Capital Variable, a type of Corporation in Spanish Sedar Legally required Canadian System for Electronic Document Analysis and Retrieval (SEDAR) SEMARNAT The Federal Mexican equivalent of the Environmental Protection Agency Servicio Geologíco Mexicano -The Mexican Geological Survey, a branch of the Federal Government, formerly SGM the Consejo de Recursos Minerales Showing A location where alteration and/or mineralization occurs at surface.

Significant gold intercept Drill core intervals that assayed anomalous gold over one or more consecutive sample intervals.

Silication Rock alteration with addition of silica by formation of silicate minerals (vs silicification) Silicification Rock alteration with addition of silica minerals A metamorphic rock rich in calcium bearing silicate minerals (calc-silicates), commonly formed at or near intrusive rock contacts by the introduction of silica rich hydrothermal fluids into a carbonate rich country host Skarn rock such as limestone and dolomite. Also, part of an alteration process for the introduction and formation of ore forming mineralization and a common host for mineralization/ore. Stope Mine working used to extract ore. Target A focus or loci for exploration TSX Toronto Stock Exchange, a division of the TSX Urique North (Urique Norte) Means the northern portion of the Urique Property, which generally lies on the plateau above the Urique canyon Urique South (Urique Sur) Means the southern portion of the Urique Property, which generally lies within the Urique canyon. Urique Project or Property Means the contiguous group of claims indicated in Table 1 and Figure 3 of this report. Universal Transverse Mercator coordinate system, used for locating points on the earths surface projected onto a UTM flat surface, and separated into zones to limit distortion, in the case of the Urique Project zones 12 and 13 WGS84 Ellipsoid model of the Earth’s surface

v Technical Report on the Urique Project CONVERSIONS

The following table sets forth certain standard conversions from the Standard Imperial units to the International System of Units (or metric units).

To Convert From To Multiply By

Feet Metres 0.3048 Metres Feet 3.281 Miles Kilometres 1.609 Kilometres Miles 0.621 Acres Hectares 0.405 Hectares Acres 2.471 Tonnes (T) Short tons 1.102 Short tons (t) Tonnes 0.907 Grams per tonne Parts per million (ppm) 1.0 Parts per million (ppm) Grams per ton 1.0 Grams Ounces (troy) 0.032 Grams per ton Ounces (troy) per ton 0.029 Ounce (troy) Grams 31.103 Ounces (troy) per Tonne Grams per Tonne 34.438

vi Technical Report on the Urique Project STATEMENT OF QUALIFICATIONS AND CONSENT

CERTIFICATE OF AUTHOR STATEMENT OF QUALIFICATIONS:

P. Craig Gibson, PhD, Certified Professional Geologist Hacienda del Nopal 6506 Col. Haciendas del Valle Chihuahua, Chihuahua, CP 12317 México E-Mail: [email protected] I, P. Craig Gibson, hereby certify: 1. That I am a Certified Professional Geologist #11096 with the American Institute of Professional Geologists of Westminster, Colorado since 2007. 2. That I graduated with a BS degree in Geosciences in 1984 from the University of Arizona, and MS. and PhD degrees in Geology in 1986 and 1992 respectively, from the Mackay School of Mines, University of Nevada, Reno. 3. That I have accrued 25 years of experience in exploration, evaluation, discovery and research of mineral deposits in North and South America. Relevant experience includes investigation, evaluation, and exploration of multiple types of mineral systems throughout Mexico since 1993. 4. That I have personally conducted an examination of the Urique Property, with a two hour visit on August 31, 2011 being the latest. 5. That I am the author of the Technical Report titled “GEOLOGICAL REPORT AND EXPLORATION SUMMARYOF THE URIQUE PROJECT, MUNICIPALITY OF URIQUE, CHIHUAHUA STATE, MÉXICO” dated December 14, 2011, and am solely responsible for its content. 6. That I have read the definition of "qualified person" set out in National Instrument 43-l0l ("NI 43-101") and certify that by reason of my education, affiliation with a professional association (as defined by NI 43-101) and past relevant work experience, I fulfil the requirements to be a “qualified person" for the purposes of NI 43-101. 7. That I am acting as a Qualified Person, and as an independent Technical Advisor to Mammoth Capital Corp., and that I do not have any present interest or involvement in the Urique Project or Property or shares or interest in Mammoth Capital Corp., nor do I expect to receive any such interest or shares. 8. I had prior involvement originally as co-founder and an owner of EXMIN S.A. de C.V., and subsequently as Vice President, Exploration and a shareholder of EXMIN Resources Inc. I was responsible for supervising exploration work at the property for EXMIN and its Joint Venture Partner, Yale Resources Inc., until April, 2009, when EXMIN Resources sold the property to Yale Resources Inc.

vii Technical Report on the Urique Project 9. As of the dates of this certificate, to the best of my knowledge, information and belief, the Technical Report contains all such scientific and technical information that is required to be disclosed to make this Technical Report complete and accurate, and not misleading. I am not aware of any material fact or material change with respect to the subject matter of the Technical Report which is not reflected in the Technical Report.

viii Technical Report on the Urique Project CONSENT

I, P. Craig Gibson, consent to the public filing of the technical report titled GEOLOGICAL REPORT AND EXPLORATION SUMMARY OF THE URIQUE PROJECT, MUNICIPALITY OF URIQUE, CHIHUAHUA STATE, MÉXICO dated December 14, 2011 (the “Technical Report”) by Mammoth Capital Corp.

I also consent to any extracts from or a summary of the Technical Report in the Filing Statement in respect of the Qualifying Transaction being filed by Mammoth Capital Corp.

I certify that I have read the Filing Statement in respect of the Qualifying Transaction that the report supports being filed by Mammoth Capital Corp. and that it fairly and accurately represents the information in the technical report for which I am responsible.

Dated this 14th day of December, 2011.

Signed and sealed, P. Craig Gibson

ix Technical Report on the Urique Project GEOLOGICAL REPORT AND EXPLORATION SUMMARY OF THEURIQUE PROJECT

0.0. Summary The Urique Project, wholly owned by Yale Resources Ltd. (Yale), is 289.8 square kilometres in size located in the Urique Municipality of southwestern Chihuahua State, Mexico. Mammoth Capital Corp. (Mammoth) commissioned this report after entering into an agreement to option the property from Yale. Mammoth can earn a 70% interest by paying Yale $50,000 ($25,000 received), issue to Yale 1,700,000 shares in Mammoth, and incur a total of $3,000,000 in exploration expenditures on the Property over a four year period. Mammoth can earn the remaining 30% interest in the Property by issuing an additional 500,000 common shares to Yale and must have completed a resource estimate on the Property delineating at least 300,000 equivalent ounces of gold in the measured and indicated categories within an additional three years. In this case, Mammoth must issue an additional share for each equivalent ounce of gold within the measured and indicated categories, subject to a minimum of 300,000 shares and a maximum of 2,000,000 shares. If Mammoth does not elect to acquire the remaining 30% of the Project, Mammoth and Yale would form a joint venture and contribute to future work programs in the proportion of their respective interests

The Urique Project is an early stage exploration project. Past exploration from 2005 to 2010, consisting mostly of mapping and sampling at the surface and in underground workings, but also including geophysical surveys and limited drilling, has resulted in the identification of several targets that are prospective for precious metal mineralization. The Project has been separated into two areas, the Urique North (Urique Norte) and Urique South (Urique Sur), mainly due to access issues and that different field crews advanced exploration in each area at the same time out of separate field offices. This division also aids map work as the two areas are in different UTM zones

In the Urique North area, exploration work has been done in three areas, the Cerro Colorado, San Pedro, and Cuiteco target areas; the Cerro Colorado area was subsequently dropped. In the Urique South area, exploration work focused on the Urique camp near the pueblo of Urique, where several targets were mapped and sampled in a reconnaissance fashion. The Rosario mine area was identified as a primary exploration target and further mapping and

1 Technical Report on the Urique Project sampling was completed. The exploration included IP and magnetic surveys conducted at the Cerro Colorado, San Pedro and Rosario targets, and a preliminary diamond drill program completed at Cerro Colorado and San Pedro.

The San Pedro target is located near the town of Cerocahui and surrounds the historic past producing Sangre de Cristo mine. A key concession at Sangre de Cristo was not controlled by Yale at the time of the exploration programs, but this concession, San Pedro, was subsequently declared free and was staked by Yale in late 2010. With respect to the application for the San Pedro concession: all necessary steps have been taken by Minera Alta Vista, S.A. to obtain such concession and the only remaining step is the signature of the Director of the Department of Mines and assignment of the title number; the Mexican Federal Government has approved and granted such concession and issued a temporary number which signifies the validity of such concession; upon granting of such concession, Minera Alta Vista, S.A. will be the recorded holder and such concession will expire 50 years from its date of issuance; and due to the fact that such concession has already been granted, there are no limitations whatsoever retarding the current or future work on such concession. Mapping and sampling have defined several vein systems that provide possible high grade gold-silver targets and potential bulk tonnage targets at or near their intersections. IP and magnetic surveys identified anomalies along the projected structures. Two drill holes tested outlying portions of the target, but were not sufficient to adequately explore the area.

Mapping and sampling in the Urique camp was also advanced, particularly at the Rosario mine. At El Rosario, a series of five main sets of veins was exploited in the past from several hundred metres of crosscuts and stoping. The vein system measures about 800 metres along strike and is about 400 metres in width as presently defined. The veins are relatively narrow, varying from less than 10 cm to about 40 cm in width, but yield very high silver and some gold assays, and sampling of wider zones or vein-sets indicates the potential for high grades over normal mining widths. The veins are hosted by altered andesite and sedimentary rocks that have been intruded by a granitic pluton, forming a hornfels. Sample assays in these areas combined with the multiple high grade vein structures indicate the potential for encountering a bulk tonnage deposit in this material.

2 Technical Report on the Urique Project The Urique Project lies in a well mineralized region of the northern Sierra Madre Precious Metal belt. Exploration completed on the Property to date has identified several exploration targets that warrant further work. In the opinion of the author, the exploration work has been carried out within industry standards and is reliable. The author has recommended an exploration program consisting of additional mapping and sampling, as well as drilling of the San Pedro and Rosario targets. The proposed budget for this work is $ 440,000.

3 Technical Report on the Urique Project 1.0 Introduction Preparation of this Technical Report was undertaken on behalf of Mammoth Capital Corp. (“Mammoth” or the “Company”) to document work programs and data generated by Yale Resources Ltd. (“Yale”) on the Urique Property (“Urique Project”, “Property” or “Project”) since acquisition of the Property in 2006. The Urique Project, in Chihuahua State, Mexico, is wholly owned by Yale's Mexican subsidiary, Minera Alta Vista S.A. de C.V., and covers approximately 290 square kilometres in the Urique Municipality (Fig. 1). Mammoth has agreed to option the Urique property from Yale under the following terms:

1.) Mammoth can earn a 70% interest by paying Yale $50,000 ($25,000 received), issue to Yale 1,700,000 shares in Mammoth, and incur a total of $3,000,000 in exploration expenditures on the Property over a four year period.

Mammoth must issue 100,000 common shares upon receipt of Exchange approval to the proposed qualifying transaction and must issue a further 100,000 shares within 6 months of such approval. Subsequent share issuances of 300,000 at the 12 month anniversary and 400,000 on each subsequent anniversary will also be due in order to keep the Option Agreement in good standing. The first year's requirement will be $300,000 in exploration expenditures followed by a further $500,000 in the following year, $800,000 in the third year and $1,400,000 in the final year of the Option Agreement.

2.) Mammoth can earn the remaining 30% interest in the Property by issuing an additional 500,000 common shares to Yale and must have completed a resource estimate on the Property delineating at least 300,000 equivalent ounces of gold in the measured and indicated categories within an additional three years.

Upon completion of the resource estimation Mammoth would then be required to issue an additional share for each equivalent ounce of gold within the measured and indicated categories, subject to a minimum of 300,000 shares and a maximum of 2,000,000 shares.

4 Technical Report on the Urique Project 3.) If Mammoth does not elect to acquire the remaining 30% of the Project after completing the 4 year earn in of 70%, Mammoth and Yale will form a joint venture and contribute to future work programs in the proportion of their respective interests. .

The author of this Technical Report performed the initial site visits and reconnaissance sampling and recommended the acquisition of the land package for EXMIN S.A. de C.V., a private Mexican company co-founded by the author, in 2005 and 2006. The author also supervised work programs from 2006 to 2008 undertaken on the behalf of Yale by EXMIN Resources Inc. and its then wholly owned Mexican subsidiary, EXMIN, S.A. de C.V. (together, “EXMIN”), under a joint venture agreement (“Urique Joint Venture”). The author, a Certified Professional Geologist of the American Institute of Professional Geologists, and Qualified Person under NI 43-101 requirements, was in charge of the exploration programs at the Project as Vice President, Exploration of EXMIN under the JV agreement. EXMIN was subsequently acquired by Dia Bras Exploration (“Dia Bras”) and was delisted, and EXMIN S.A. de C.V. is now a wholly owned subsidiary of Dia Bras.

The author was intimately involved in the exploration programs described in this report through 2008 and visited the Project and region numerous times between 2006 and 2010. The latest visit to the Project was on August 31, 2011 in the company of Mammoth Capital principals, and consisted of a short visit to small prospect pits in the San Pedro area during a helicopter over flight review of the Property and nearby mines and districts.

This Technical Report is an accurate representation of the status and geologic potential of the Urique Project based on the information available to the author, including the author’s personal familiarity with the Property gleaned during numerous field visits conducted from 2006 to 2011, and on a review and compilation of published and unpublished geological, and geochemical data obtained from corporate, private, and government sources as listed in the References section at the end of this Technical Report. Exploration data was collected by experienced geologists and technicians, consistent with acceptable industry standards and provides a credible, reliable database.

5 Technical Report on the Urique Project

Figure 1 Location of the Urique Project, Chihuahua State, Mexico.

2.0 Reliance on Other Experts

Exploration data was collected by experienced geologists and technicians under the supervision of the author, consistent with acceptable industry standards and provides a credible, reliable database. The report benefited from discussions with Ian Foreman, President of Yale Resources, and a qualified person under NI 43-101 guidelines.

It was not within the scope of this Technical Report to independently verify the legal status or ownership of the Urique Property. The author was intimately involved in the acquisition of the concessions that comprise the Property by EXMIN Resources Inc., including title and survey information of all of the concessions and other ownership information available in the Public Mining Registry of the General Direction of Mines, as well as the investigations into the surface ownership in the areas that comprise the Property from the National Agrarian

6 Technical Report on the Urique Project Reform. The author was also a participant in negotiations with Yale for the sale of the Property and transfer of the concession titles to Yale in 2009.

Yale has provided the author with a list of the concessions that currently comprise the Property and has stated that they are held under its wholly owned Mexican subsidiary Minera Alta Vista, including a new San Pedro concession that was staked by Yale in November 2010. With respect to the application for the San Pedro concession: all necessary steps have been taken by Minera Alta Vista, S.A. to obtain such concession and the only remaining step is the signature of the Director of the Department of Mines and assignment of the title number; the Mexican Federal Government has approved and granted such concession and issued a temporary number which signifies the validity of such concession; upon granting of such concession, Minera Alta Vista, S.A. will be the recorded holder and such concession will expire 50 years from its date of issuance; and due to the fact that such concession has already been granted, there are no limitations whatsoever retarding the current or future work on such concession. The author has not independently verified the status of the concessions, but has no reason to believe that ownership and status are other than has been represented; however, the author disclaims responsibility for verification of the current surface and mineral ownership of the Urique Property.

3.0 Property Description and Location

The Urique Project is located in the prolific Sierra Madre Precious Metal Belt in southwestern Chihuahua State, Mexico (Fig. 2). The Project, wholly owned by Yale Resources Ltd. through its wholly owned Mexican subsidiary, Minera Alta Vista, S.A. de C.V., comprises 10 mineral concessions and an application for the mineral concession known as the San Pedro concession, covering a total of 28,980.53 hectares that stretch over a 40 km distance elongated from north to south (Fig. 3). The north end of the elongated concession block is at approximately 27º25’ north latitude and the southern end is at approximately 27º05’ north latitude, with the center of the elongated concession block located at approximately 108º longitude and 27º15’ latitude (see Fig. 5). Table 1 below lists the mining concessions that make up the Project.

7 Technical Report on the Urique Project As described in the previous sections, the Property, other than the application for the mining concession known as the San Pedro concession, was acquired by Yale through an agreement with EXMIN. As part of this agreement, a 2% Net Smelter Return royalty was granted to EXMIN for the concessions that currently make up the Property, other than the San Pedro concession staked by Yale in late 2010. One half of this royalty, or 1%, may be purchased for one million Canadian dollars. This royalty is now held by Dia Bras Exploration.

With respect to the application for the San Pedro concession: all necessary steps have been taken by Minera Alta Vista, S.A. to obtain such concession and the only remaining step is the signature of the Director of the Department of Mines and assignment of the title number; the Mexican Federal Government has approved and granted such concession and issued a temporary number which signifies the validity of such concession; upon granting of such concession, Minera Alta Vista, S.A. will be the recorded holder and such concession will expire 50 years from its date of issuance; and due to the fact that such concession has already been granted, there are no limitations whatsoever retarding the current or future work on such concession. As part of the option agreement between Mammoth and Yale described previously, Mammoth has granted to Yale a 2% Net Smelter Return royalty on the San Pedro concession; one half of this royalty, or 1%, may be purchased for 500,000 Canadian dollars. To the author’s knowledge, there area no other royalties, back in rights, or payments due on the Property.

A new Mining Law was passed by the Mexican Legislature in 1993 and opened the industry to increased exploration by foreign interest. Mineral concessions in Mexico can only be held by Mexican Nationals or Mexican incorporated companies, but there are virtually no restrictions on foreign ownership of such companies. To acquire a concession, a principal monument must be erected and located and an application submitted to the Federal Mining Directorate. The concession must subsequently be located by an official surveyor and the concessions are registered with the Public Registry of Mining when titled.

8 Technical Report on the Urique Project Table 1 Concession data for the Urique Project Concession Area Title Title No. Expiry Registered Owner Hectares Date Date Urique Project Diana de Oro 22,493.8526 12-Aug-05 225290 11-Aug-55 Minera Alta Vista Diana de Oro Fraccion 1 30.0000 12-Aug-05 225291 11-Aug-55 Minera Alta Vista Diana de Oro Fraccion 2 103.0504 12-Aug-05 225292 11-Aug-55 Minera Alta Vista Diana de Oro Fraccion 3 11.8031 12-Aug-05 225293 11-Aug-55 Minera Alta Vista Diana de Oro Fraccion 4 4,881.3547 12-Aug-05 225294 11-Aug-55 Minera Alta Vista Diana II 899.0182 20-May-05 224570 19-May-55 Minera Alta Vista Temp. 50 years from San Pedro 149.8076 - concession # grant of perm. Minera Alta Vista 016/45665 title # San Pedro I 90.0000 31-May-05 224679 30-May-55 Minera Alta Vista San Pedro II 88.0000 31-May-05 224680 30-May-55 Minera Alta Vista San Pedro III 88.0000 31-May-05 224677 30-May-55 Minera Alta Vista Carolina 145.6392 20-Sep-05 225521 20-Sep-55 Minera Alta Vista Total Urique Project 28,980.5258

In the past, two types of concessions were in effect: Exploration and Exploitation. An Exploration Concession can be valid for up to six years if work is performed on the ground, assessment reports are filed in May of each year, and taxes are paid in advance in January and July of each year. The tax amount and assessment is based on the area and age of the concession. An Exploration concession may be converted to an Exploitation concession prior to expiry. An Exploitation concession is valid for fifty years and can be renewed, and the taxes are higher. The types of concession were changed with a the Mining Law Reform in 1999, and now only one type of concession, Mining, is recognized, with a renewable 50 year term from the original title date as long as taxes are paid and assessments are filed; this 50 year period was retroactive for concessions in good standing including the concessions that comprise the Property other than the application for the San Pedro concession, such that the concessions expire in 2055 and the San Pedro concession will expire 50 years from its date of issuance.

In Mexico, tax payments (Derechos Sobre Mineria) must be made bi-annually, in January and July, to keep a concession in good standing once it has been titled. The tax payments are based on the size as well as the age of the concessions. The tax payments for the Property are estimated at $35,000 per semester. Annual assessment work (Montos Minimos de Inversion) must also be completed, and documentation must be filed by May 31 for the previous calendar year. The author has not verified that the tax payments are up to date or that the assessment documents have been filed after 2008 and is relying on disclosure by Yale.

9 Technical Report on the Urique Project

Figure 2 Location of the Urique Project and other significant projects and mines in the Sierra Madre Gold Belt.

10 Technical Report on the Urique Project

Figure 3 Urique Project concession map.

11 Technical Report on the Urique Project In Mexico surface rights are owned by private persons or ejidos (local communal organizations), and agreements for access must be made with the surface owners to do significant work. The surface rights covering the Urique Project include at least two ejidos as well as private parcels. Agreements with the owners of the surface rights over the areas that were explored by drilling in 2008 were obtained, but are not currently active. The author knows of no reason that similar agreements cannot be made for future programs.

Environmental permits required for early stage exploration that affects small surface areas, such as for road and drill pad construction for small programs, are simple forms filed with the government advising that work will commence, but require that agreements be made for surface access. These forms were filed by the Urique Joint Venture prior to drilling in 2008 but are not currently in effect. The author has no reason to believe that similar environmental permits cannot be obtained, and knows of no environmental liabilities at the Property.

To the author’s knowledge there are no other permits or agreements that are needed to explore the Urique Property, and there are no other significant factors or risks that may affect access, title or the right to perform work on the Property.

4.0 Accessibility, Climate, Local Resources, Infrastructure and Physiography

The Urique municipality is located in the Southwestern portion of Chihuahua State in the Sierra Madre Occidental geographic province, and the Barrancas (Canyons) sub-province. The Project extends for about 40 kilometres north-south from the pueblo of Cuiteco to south of the town of Urique, locate 240 km southeast of the city of Chihuahua. Access to the Project is by travel on Federal Highway 16 that connects Chihuahua to Hermosillo, Sonora, via Cuauhtémoc (95km) and La Junta (50km), and by the Creel highway that branches south 16 km east of La Junta for a distance of 150 km to San Rafael (Fig. 1). At San Rafael a generally good quality dirt road that winds about 100 km through the Sierra Madre passes through the north-south concession package of the Project, including the towns of Cuiteco, Bahuichivo, Cerocahui, Mesa de Arturo, and Urique. The total travel time from Chihuahua to San Rafael is about 4 hours, to Bahuichivo about 6 hours, and to Urique about 8 hours. The Chihuahua-Pacific railway line crosses the northern portion of the property with stations of Cuiteco and Bahuichivo; this railway line carries freight as well as tourists. The power grid extends through all of the listed towns, but

12 Technical Report on the Urique Project service can be sporadic during the rainy season, generally from mid July to late September. There are landing airstrips at Cerocahui, Urique, and in Cieneguita to the south of Mesa de Arturo.

The topography in the region is characterized by a high plateau with elevations ranging from 1,800 to 2,000 metres above sea level, which is cut by deeply incised canyons or barrancas (Fig 4), with elevations ranging from 500 to 800 metres above sea level at the canyon floors. Vegetation in the plateau region varies from grasslands to pine forests, while vegetation in the canyons is more typical of deserts and tropical regions. The Project is located on the following topographic sheets issued by INEGI and Mining Geology sheets issued by the SGM: G12-03 and G13-01 1:250,000 sheets and the G12-B39 (Temoris), G12-B49 (Cieneguita-Lluvia de Oro), G13-A31 (San Rafael), and G13-A41 (Batopilas) 1:50,000 sheets.

The climate in southeastern Chihuahua is generally arid, but with a notable rainy season in summer, usually beginning in July and ending in September or October. Temperatures in the higher elevations are moderate in summertime but commonly reach 0 degrees C in winter. Temperatures in the canyons are moderate in winter, but can reach extremes of more than 45 degrees C in summertime.

The Project is in the early stage of exploration, and for the work done since 2009 surface rights for exploration and mining operations have not been needed. Surface access agreements will be necessary to conduct drilling programs as recommended in this report. Agreements for surface access for part of the Property were obtained previously for the drilling program conducted in 2008, but have now expired. The author believes that obtaining surface access agreements that cover the areas of interest of the Project will not be a problem based on the past relationship of the parties involved. The availability of office and camp space, power, water and operational personnel is sufficient and can be obtained in the nearby communities or through equipment contractors. In general, surface and water rights for any future mining operations can be obtained by agreements with the local owners, power is available in the region through the electrical grid that has been upgraded due to new mining operations in the region, and personnel for future operations can be obtained from the relatively well educated local population.

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Figure 4 Rugged topography of the Urique Canyon, Chihuahua State, Mexico.

5.0 History According to the Chihuahua State Mining Monograph prepared by the Servicio Geologico Mexicano (Mexico Geological Survey), the Urique region saw past production from numerous small mines (SGM, 2007). The Urique camp, discovered in 1689 (Hernandez P., 2011), was the largest in the area and has had past production of unknown tonnage from at least four mines. Production in 1929 was reported to be 44 kg of Au, 1,061 kg of Ag, 7,990 kg of Pb and 2,686 kg of Cu (SGM, 2007). Small scale production in the area has continued to the present.

The history of the Project prior to 2005 is unknown and there is no evidence in the Mexican archives of foreign companies working in the area. The land position that comprises the Urique Project was originally assembled by EXMIN Resources Inc. in 2005 and 2006, and was the subject of an option agreement with Yale signed in August, 2006 (Urique Joint Venture or JV). Under the terms of the original agreement, Yale could earn up to a 75% interest in the Project by making exploration expenditures of US$ 4,500,000 and issuing 1,500,000 shares to the company over the five year term of the option.

14 Technical Report on the Urique Project According to annual financial statements, Yale Resources has spent a total of $1,991,421 on the Urique Project from acquisition in 2006 until Oct. 31, 2010. Of that total $831,446 is stated as ‘Acquisition Costs’, hence more than one million dollars has been credited as exploration costs. The following is a summary of the work accomplished by Yale during that time.

Field work was initiated in September 2006 consisting primarily of mapping, prospecting and sampling. In the southern portion of the Property first pass reconnaissance work included the sampling of sixty (60) historic workings, mines and prospects. A total of 271 rock samples were collected

Work performed during 2007 consisted of trenching at Cerro Colorado, and field work in south of the property resulted in the identification of three new targets: the La Mariscal, El Hueso, and El Sauz. In late 2007 field crews identified of a significant new mineralized target, the El Rosario target.

In 2008, work at Urique was dominated by drilling and geophysics. A total of 1,706 m was drilled in 11 HQ sized drill holes. In addition the company completed 13.35 kilometres of geophysical survey (IP and ground magnetics) within the Cerro Colorado, San Pedro and El Rosario targets. In addition initial sampling was done inside the workings within the El Rosario target. Expenditure on geophysical surveying amounted to approximately $54,000 and the estimated expenditure for drilling at San Pedro amounted to approximately $45,000.

In February 2009, Yale announced that it had agreed to purchase the Urique Project from EXMIN Resources. Yale agreed to pay EXMIN US$250,000 and to issue one million shares to EXMIN for 100% of the rights to the concessions, subject to a 2% net smelter return. With the completion of the sale of the Urique Project, the option agreement between the two companies covering the Project became null and void. The purchase of the Urique Project by Yale was completed on April 8, 2009.

Since acquiring the Property, Yale Resources has undertaken multiple field campaigns at Urique. Work included geological mapping, prospecting, trenching, rock sampling, and silt sampling. Yale has submitted a total of 470 samples from the Urique Property. In total Yale’s geologists spent a combined 320 man days in the field and the company has incurred expenditures relating to exploration activities on the Project from September 2008 of

15 Technical Report on the Urique Project approximately $77,000. The field work completed on the property to date is summarized in section 8.0, Exploration.

6.0 Geological Setting and Mineralization

The geologic setting for the Urique Property is a Tertiary to Cretaceous age volcano- sedimentary assemblage within the Sierra Madre Occidental Geological Province of northwestern Mexico. The rocks exposed in the region are dominantly Tertiary intermediate to felsic volcanic and volcaniclastic rocks (Fig. 2). An upper, relatively flat-lying sequence of rhyolitic rocks, consisting mostly of ash flow and air fall tuffs, overlies a dominantly andesitic sequence of flows and pyroclastic rocks, and lesser felsic pyroclastic rocks. These two general units are commonly referred to as the Upper and Lower Volcanic complexes or sequences in northern Mexico, although the ages of the rocks have not been correlated throughout the region. Most of the mineralization in the area is below the extensive felsic volcanic rocks up the Upper Volcanic sequence that tend to cover the mineralization. Rocks of the Upper Volcanic sequence are locally overlain by a sequence of volcano-sedimentary rocks ranging from agglomerate to andesite breccia, of probable Tertiary age as well as Tertiary or Quaternary basalt.

The Tertiary rocks locally unconformably overlie basement rocks of Cretaceous or possibly Jurassic age. The basement rocks are part of a volcano-sedimentary sequence composed dominantly of andesitic volcanic rocks with local limestone and clastic sedimentary rocks. This unit has been correlated by the Servicio Geologico Mexicano with the well mineralized Guerrero terrain of central Mexico (SGM, 2008).

The basement rocks and the lower part of the Tertiary sequence have been intruded in places by late Cretaceous to early Tertiary granitic plutons. These intrusions are intimately related to mineralization in several districts in the region, including the contact related skarn deposits at Piedras Verdes and Bahuerachi (Fig. 5), as well as the replacement gold-silver deposit at Lluvia de Oro. Similar intrusions occur in the Urique canyon where they may be associated with mineralization.

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Figure 5 Generalized regional geologic map, Urique Project. Geology modified from SGM 2004, 2006, 2008.

17 Technical Report on the Urique Project The structural geology of the region is dominated by large scale normal faulting, largely in a north-northeast and north-northwest trend (Fig. 5). The older, more mineralized rocks of the lower Tertiary and the basement rocks are exposed where they have been uplifted by faulting and where erosion has exposed them in the deep canyons characteristic of this part of the Sierra Madre Occidental. Felsic dikes are observed within the northerly trending structural zones in several districts in the region, and are commonly spatially associated with mineralization.

Mineralization in the region typically occurs within intermediate rocks of the Lower Volcanic complex, but locally extends into the rhyolitic rocks of the Upper Volcanic complex. Alteration associated with mineralization is comprised mainly of silica with locally strong pyrite and clay-sericite alteration. Silication and skarn mineralization are also locally observed at intrusive contacts.

The geology of the Urique Property has generally not been mapped in detail. The Property is dominantly underlain by rocks of the Upper Volcanic complex, consisting mainly of felsic volcaniclastic rocks. Poorly welded tuffs form low lying hills in the plateau regions in the northern and southern portions of the Property, and thick exposures of variably welded ignimbrites are exposed in the walls of canyons near the towns of Urique and Cuiteco (Fig. 5). These rocks overlie rocks of the Lower Volcanic sequence composed of andesitic flows and flow breccia, as well as volcano-sedimentary rocks of intermediate composition in the Cuiteco and San Pedro areas, as well as in the Urique canyon (Fig. 5). These rocks are probably dominantly Tertiary in age, but may also be locally Cretaceous.

Granodioritic rocks intrude the Lower Volcanic sequence in the Urique canyon south of the town of Urique (Fig. 5). These rocks have not been observed to intrude rocks of the Upper Volcanic sequence within the Property. Small rhyolitic intrusions are described in the Cuiteco area, but have not been mapped in detail.

Several mineralized areas are present within the boundaries of the Project, which has been divided into two sections, Urique North and Urique South, based on geographic location and access (Fig. 3). The Urique North area consists of the portions of the concession block that lie outside of the Urique canyon, and the Urique South area lies within the Urique canyon. Mineralization in the Urique North sector includes the Cuiteco, Cerro Colorado and Sangre de Cristo-San Pedro areas, while mineralization in Urique South includes the Urique district or

18 Technical Report on the Urique Project camp, and several areas with known mineralization to the south, including El Frijolar, Los Alisos and El Platano.

Mineralization in the Urique North area of the Project has been described at the Cuiteco and San Pedro target areas. At Cuiteco, a large area of clay-silica-pyrite alteration with local silica alteration that occurs in bedded rocks of the upper part of the lower volcanic sequence. The altered area measures several hundred meters across and locally contains alteration controlled in stratigraphic units of the volcanic sequence. Areas of vuggy residual silica and sacharoidal silica have been observed but have not been mapped in detail. These areas may be related to small rhyolitic intrusions (Jurado, 2010).

At San Pedro, precious metal bearing quartz veins are present within rocks that may be part of the upper portion of the Lower Volcanic sequence. Here veins have been worked by Gambusinos or informal miners, and important historic production occurred at the Sangre de Cristo mine that is on a concession owned by a third party and is mostly internal to the Property boundaries.

Mineralization within the Urique South area is exposed in the Urique canyon, mainly below the contact between the Upper and Lower Volcanic sequences. At the Urique district or camp, mineralization consists of narrow veins hosted by basal Tertiary volcanic rocks and underlying Cretaceous volcanoclastic basement rocks exposed in the bottom of the canyon. These rocks have been intruded by a granodiorite batholith that may be related to mineralization. Upper Tertiary felsic volcanic rocks overly the older rocks and form the walls of the canyon.

Several other mineralized areas are present in the Urique Canyon south of the Urique camp but have not been studied in detail. At Los Alisos, a large area of alteration is associated with a granodioritic intrusion in andesitic rocks, and copper and gold have been mined from small workings (Aparicio and Farias, 1975). Much of this alteration zone lies on concession owned by third parties that are surrounded by the Property, but gold bearing veins have been sampled on the Property (Gibson, 2008).

The exploration program at the Urique Project has been based on the occurrences of mineralization within the Property and on the presence of historic mining activity. Exploration work carried out to date by Yale has given results that indicate that further work is required.

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Figure 6 Location of the Urique North and South sectors and exploration areas at the Urique Project.7.0 Deposit Types

20 Technical Report on the Urique Project Structurally controlled vein and breccia mineralization occurs throughout the Urique Project and is similar to other low sulphidation epithermal veins in the Sierra Madre mineralized belt such as Palmarejo (Coeur), Ocampo, (Gammon Gold), and Dolores, (Minefinders) (Fig. 2). Low sulphidation (also termed adularia-sericite) epithermal veins are characterized by deposition at relatively shallow depth and low temperatures, and are generally composed of quartz veins with or without carbonate minerals and containing important precious metals with relatively minor base metals, and are characterized as having large areas of clay-illite alteration at shallow levels and quartz-adularia alteration at deeper levels. Some veins contain more important concentrations of base metals, principally lead and zinc, and have been termed Cordilleran or intermediate sulphidation veins. Both types of veins have been observed at the Project.

In addition, the geological setting and local alteration at Cuiteco (Urique North) and Los Alisos (Urique South) demonstrate a potential for high sulphidation epithermal mineralization such as that found at El Sauzal, Goldcorp's operating gold mine located approximately 10 kilometres to the south of southern Urique Project boundary. These deposits are generally closely associated with intrusive activity and contain areas of alunite-clay alteration with areas of residual vuggy silica formed by acid leaching. High sulphidation deposits are characterized as relatively gold-rich with little silver, and may contain important copper.

Porphyry and contact related skarn and replacement mineralization is present in several districts in the region, including Piedras Verdes-Bolivar (Dia Bras), Bahuerachi (Jinchuan Group), Corralitos-Batopilas (Dia Bras), and Lluvia de Oro (Aparicio and Farias, 1975; SGM, 2007). Intrusions are known in several parts of the project areas and the possibility of similar occurrences in the Urique canyon cannot be discounted.

8.0 Exploration

The primary exploration targets on the property package are large scale precious metal mineralized systems. Seven general mineralized areas were identified by the author during a preliminary exploration program in 2005 and 2006, consisting of reconnaissance field visits and a review and compilation of available geologic data, mainly from the Consejo de Recursos Minerales (now known as the Servicio Geológico Mexicano -equivalent to Mexican Geological Survey) (Aparicio and Farias, 1975, SGM, 2007) (Fig 3).

21 Technical Report on the Urique Project Exploration work was carried out to evaluate several of these areas in 2006 to early 2009 by the Urique Joint Venture and by Yale Resources in 2009 and 2010, with analysis and interpretation of the data ongoing in 2011. Since June of 2009 Yale Resources has undertaken multiple field campaigns at the Urique Project. Work included geological mapping (surface and underground), prospecting, trenching, rock sampling (surface and underground), and silt sampling. Yale has submitted a total of 470 samples from the Urique Property. In total Yale’s geologists have spent a combined 320 man days in the field and the company has incurred expenditures relating to exploration activities on the Project from September 2008 approximating $77,000.

The Project was divided into two sections, Urique North and Urique South, based on geographic location and access. Sampling programs included first pass sampling, including grab samples and chip samples to determine whether precious metal values were present, and subsequent detailed sampling of surface and underground exposures, and of trenches to expose the mineralization in areas with little natural exposure. Much of this latter sampling consisted of channel sampling, where continuous narrow (approximately 10 cm wide) samples are taken across mineralized structures or veins, separating vein material from visibly mineralized or altered wallrock and unmineralized rock.

A geophysical survey was carried out in 2008 covering two areas of the current Project by Geofisica TMC S.A. de C.V. of Mazatlan, Mexico. The geophysics consisted of time-domain pole-dipole IP and ground magnetometer surveys. The main purpose of these surveys was to use geophysical methods to help map the geological units and structural features underlying the area studied and to give an idea as to the distribution of disseminated and stringer metallic sulfides in the bedrock, which could be potentially of economic interest if found to carry significant concentrations of precious metals (Lambert, 2008).

The time-domain I.P. survey was carried out using a pole-dipole electrode configuration along survey lines spaced at about 400 to 500 meters that cross approximately perpendicular to the structural fabric. The dipole dimension (“n”) was 50 meters and successive separations at multiples of n=1 to n=6 times the dipole dimensions were used in order to investigate at depth. The transmitter electrodes were placed at points located as far away as practically feasible from the extremities of the survey lines. The results of the I.P. surveys are presented in the form of

22 Technical Report on the Urique Project pseudo-sections of the apparent resistivities and the measured chargeabilities along each recording line using the data from I.P. decay curve and the apparent resistivity of the earth at each station and “n” separation. The average apparent chargeability is a direct measure of the polarization of the underlying earth.

The Earth’s magnetic field was also measured at each station spaced at 50m along the survey line. The magnetic survey data is useful for identifying structures that juxtapose rocks of different magnetic properties and possible intrusive lithologies that affect the Earth’s magnetic field. In general the magnetic surveys did not yield useful information due to the wide line spacing that made correlation of data between sample lines difficult.

The Urique North area consists of the portions of the concession block that lie outside of the Urique canyon, and the Urique South area lies within the Urique canyon. The Project division also aids field work and map preparation because the Urique North zone is largely in UTM zone 12, and the Urique South zone is largely in UTM zone 13. The coordinates for maps of the entire Project are generally in UTM zone 12.

Mineralization in the Urique North sector includes the Cuiteco and Sangre de Cristo-San Pedro areas, while mineralization in Urique South includes the Urique district or camp, and several areas with known mineralization to the south, including Los Alisos and el Platano. These will be described in detail below for the Urique South and Urique North sectors.

8.1 Urique South

Yale began regional work in the area in 2007 with a focus on the evaluation of several large areas with abundant small mines, prospects, and showings. Approximately sixty mines and prospects have been identified in the southern portion of the Urique Property, and encompass the Urique district or camp at the Urique pueblo (Fig. 5). Considering the large number of targets, not all of them have been properly followed up after an initial visit. As an example, at Guasimitas two 80 cm samples assayed 16.35 and 8.38 g/t gold, and several small mines high silver values in excess of 500 g/t from dumps and veins (see table of selected assay results, below). Although there is currently one clear priority target, the El Rosario mine in the Urique camp, it is strongly recommended that more detailed mapping and sampling being completed on the next level of priority targets as there may yet be a better one that has yet to be recognized.

23 Technical Report on the Urique Project 8.1.1 Urique District (Urique Camp)

The Urique district is located at the bottom of the Urique canyon, which is downstream from the Barranca del Cobre (Copper Canyon) (Fig. 7, 8). The district was discovered by the Spanish in 1690 during the colonial period, although it was probably previously known to the indigenous Tarahumara people (SGM, 2007; Hernandez P., 2011). Mining in the district probably continued intermittently for the next two centuries, and ended in the late 1920’s during the Mexican revolution. Reported production in 1929 was 44 kg of Au, 1,061 kg of Ag, 7,990 kg of Pb and 2,686 kg of Cu. These grades probably resulted from hand selection of broken rock and are historical in nature, and should not be construed as being a reliable estimation of grades for future exploration targets.

The Urique district measures approximately 3 km by 2 km in area and to date, Yale has identified more than 20 historic mines/workings (Figs. 7, 9). The extent of a majority of these workings is unknown; however it is thought that several are considerable in size.

The El Rosario mine area, located just east of the town of Urique on the opposite side of the Urique River (Fig. 8), was identified as a prime exploration target based on the presence of extensive underground workings and numerous high grade veins exposed at the surface, and is discussed in more detail below. Highlights from this and other historic mines in the Urique district are included in the Table 2.

El Rosario. The historic Rosario area was an important past producer in the Urique district. Formal mining of the Rosario area ended in the late 1920’s (SGM, 2007) and consisted of several hundred metres of underground workings that exploited a system of at least 5 sets of narrow high grade veins from three, large, partly interconnected workings or crosscuts (Fig. 10). Yale has mapped and sampled the Rosario adit extensively (Fig. 11), but the El Salto and Texcalama adits require additional follow-up sampling and mapping. The crosscuts intersect the north-trending vein system on three different levels of the historic mine (Fig. 12). A fourth, potentially important working, Feliciano, was located near the northern end of the vein system (Fig. 10) but has not seen any exploration work. Numerous small mines, prospects and stopes, as well as surface exposures have also been mapped and sampled (Fig. 7, Table 3).

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Figure 7 Geologic and target map, Urique South sector, Chihuahua State, Mexico.

25 Technical Report on the Urique Project Rosario Mine

Urique

Figure 8 Panorama of the Urique camp, Chihuahua State, Mexico.

Figure 9 Historic mine in the Urique camp

26 Technical Report on the Urique Project Table 2 Selected assay data from mines in the Urique camp. Area/ Width Au Ag Cu Pb Zn Sample* (m) (g/t) (g/t) % % % La Recompensa 835 0.50 1.04 46.5 - - - 836 0.50 0.75 52.5 - - - 841 Dump 3.52 51.6 - - - Mina El Chapote 848 Dump 0.45 >1500 1.0 1.7 1.2 La Veranera 857 0.76 2.10 676 1.2 1.4 - La Esmeralda 858 0.15 0.21 153 0.1 2.7 0.1 859 1.00 0.07 48.7 0.2 1.9 0.1 Mina Cerro Garcero 889 1.00 0.67 175 - 1.1 3.0 Mina Las Delicias 910 Dump 0.24 667 0.2 1.5 2.1 Aguaje Seco 914 0.05 0.07 146 - 1.2 - 915 Dump 0.92 1370 0.5 4.1 3.6 Las Minitas 918 Dump 0.02 1830 3.4 0.2 - La Patricia 919 0.60 0.01 47.7 - 0.4 - 920 HW 0.10 4.42 656 - 0.9 - 921 FW 0.10 0.86 1815 - 0.8 - Average 0.80 0.67 345 0.5 Mina La Pobre 946 0.15 0.53 3220 0.5 >20 1.2 948 0.30 0.15 27.2 - 0.2 0.2 949 0.50 0.21 37.3 0.1 0.4 0.2 Las Guasimitas 4523 0.80 16.35 30.5 - - - 4524 0.80 8.38 36.4 - - - HW and FW indicate hangingwall and footwall samples

27 Technical Report on the Urique Project

Figure 10 Geologic map of the Rosario area showing three large crosscuts that accessed the vein systems, and geophysics traverses.

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Figure 11a. Geologic plan map of part of the Rosario workings, showing gold assays.

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Figure 11b Geologic plan map of part of the Rosario workings, showing silver assays.

30 Technical Report on the Urique Project The El Rosario target is made up of a system of generally north striking vein sets within an area of about 200 metres in width and 800 metres along strike and is open at depth and along strike (Fig. 10, 12). The vein sets tend to be 3 to 8 metres wide and are made up of several to tens of narrower veins (Fig. 13). At least one vein set, El Mono vein system, was mined extensively above the lowest level in the Rosario tunnel, possibly extending to the surface (Fig. 14). An attempt was made to correlate vein sets cut in underground workings with those exposed at the surface; five vein systems were identified, termed Vein 1 to Vein 5, with summary assay results shown in Table 3 below.

Figure 12 Geologic cross section, Rosario area, Urique Project, Chihuahua State, Mexico. The section is approximately along line RL-2 in Fig 10.

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Figure 13 Example of the narrow veins that are exposed in the Rosario workings.

A surface and underground sampling program was carried out in early to mid 2008 at the Rosario target covering an area of about 1 km by 500 meters. Surface samples include rock chip and chip channel samples, while underground samples are mostly narrow (approx. 10 cm wide) channel samples across the mineralized structures, although some chip sampling over wider areas to identify possible stockwork or disseminated mineralization in the wallrock was carried out. Where discrete veins are present, the veins were sampled separately from wallrock if possible; for some samples, assay results for vein and wallrock samples have been combined using weighted averages as indicate in Table 3. Samples generally weighed 2-3 kg. Although sampling of narrow high grade veins can result in values that are skewed to higher assay values, the methods utilized and multiple sample campaigns can help mitigate this possibility and the results are believed to be representative of the mineralization present. Results from the initial work completed in the Rosario area highlighted the presence of very high grade, generally narrow veins with as much as 8.88 g/t gold and 8,290 g/t silver with important base metal values from veins generally less than about 0.5 metres in width. Samples of somewhat wider veins plus mineralized wallrock have yielded assays of as much as 1,640 g/t silver over 1.05 metres, 441 g/t silver over 2.35 metres and 8.1 g/t gold over 0.85 metres have been reported (Table 3).

32 Technical Report on the Urique Project Subsequent work focused on evaluating the potential for wider veins and possible lower grade mineralization in the altered wall rocks to the vein systems. Sampling of wider structures and mineralized wall rocks adjacent to the narrow veins has yielded assay values ranging from 37 to 440.9 g/t silver and 0.1 to 0.25 g/t gold over sample widths of 1.5 to more than 4 metres (see table of assay results). The veins appear to be spatially related to granodioritic dikes (Fig. 12). The dikes have altered the andesitic host rocks to hornfels and epidote over an area approximately 175 metres wide and over 400 metres long. Sampling of the altered rocks has yielded anomalous gold and silver values of as much as 0.78 g/t gold and 257 g/t silver over a 5 metre sample width (Sample 9106, Table 3). These wider mineralized zones provide a bulk tonnage target for further exploration.

A new gold-rich zone was found in the El Mono vein system (vein set 4) in 2009 within a previously unsampled extension to the El Rosario tunnel during a program that included reconditioning, mapping and sampling (Fig. 11). This gold-rich zone extended for about 60 metres along the Rosario tunnel, and consists of 22 samples with values ranging from 0.06 to 11.57 g/t gold and 6.6 to 358.7 g/t silver. Highlights from the underground sampling include:

- 9.74 g/t gold and 356.7 g/t silver over 1.68 m, - 2.16 g/t gold and 92.5 g/t silver over 2.93 m, - 3.60 g/t gold and 108.2 g/t silver over 1.87 m, - 5.65 g/t gold and 95.9 g/t silver over 0.45 m, - 3.69 g/t gold and 112.7 g/t silver over 1.10 m, and - 3.53 g/t gold and 243.1 g/t silver over 0.40 m.

The sampling completed in the workings at the historic Rosario mine are interpreted to define an ore shoot within the El Mono vein that extends from the Rosario tunnel to the surface, a vertical distance of more than 200 metres and about 150 metres along the vein (Fig. 14). This ore shoot is open at depth, but is probably partly exploited above the Rosario tunnel.

A geophysical survey, consisting of pole-dipole induced polarization (IP) and ground magnetics was undertaken over the Rosario mine area (Fig. 10). Although the magnetic survey did not yield useful information, partly due to wide line spacing, the IP survey showed strong anomalies (Lambert, 2008). The IP anomalies occur in the general area of the vein systems at Rosario, and may correspond to the structural zone and the intrusive body and related alteration in the wallrocks of the vein systems (Fig. 15).

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Figure 14 Vertical vein projection of the Mono vein, Rosario mine, showing location of possible “clavo” or ore shoot. The plan map in the lower portion of the figure shows part of the Rosario workings of Fig. 11.

34 Technical Report on the Urique Project Table 3 Selected assay results from veins in the Rosario area, Urique district Vein Level/sample Width (m) Au (g/t) Ag (g/t) Cu (%) Pb (%) Zn (%) Vein 1 Surface 7466 0.85 8.13 25.0 - 0.1 - Rosario level 9050 0.65 0.28 61.8 0.4 0.1 0.2 9053 NA 0.36 269 0.8 0.2 0.1 Vein 2 Possible vein 2 at surface 8449 0.40 0.14 122 - 0.3 0.3 8450 0.20 0.89 245 - 0.3 - Texcalama level 6842 0.17 2.87 1155 1.1 2.7 0.2 El Salto Level 6858 0.22 4.93 804 0.2 0.4 0.1 Vein 3 Surface workings 7483-84 0.80 0.28 405.3 0.2 0.9 0.9 including 7483 0.10 2.14 3220 1.2 7.4 6.9 9010-14 4.37 0.25 174.7 0.1 1.9 0.4 including 9012-13 1.27 0.32 290 0.1 0.3 0.1 including 9013 0.27 1.30 1320 0.6 1.1 0.2 9014 0.60 1.46 457 0.7 0.9 0.4 El Salto level 6859 0.10 3.72 425 0.6 0.4 0.8 Rosario level 9129 0.95 0.79 54.8 - 0.2 0.1 9135 1.60 0.13 55.6 0.2 0.2 0.3 Vein 4 Surface 9028 0.25 3.59 842 0.2 3.8 4.9 9030 0.80 0.41 48.5 - 0.2 0.1 9044 1.15 0.27 82.9 - 2.2 0.3 9045-47 2.65 0.12 157 0.1 0.4 0.2 including 9047 1.45 0.15 229 0.1 0.4 0.2 Texcalama mine 6838 0.10 0.35 1550 0.5 0.4 0.2 6840 0.10 2.24 524 0.2 1.3 0.2 Rosario level 9116 2.20 0.09 88.1 0.1 0.1 0.2 9121 0.36 0.36 98 0.1 0.5 1.2 Vein 5 Surface workings 9031 0.80 0.83 581 0.2 5.3 0.5 9039-43 2.75 0.78 149.7 - 0.6 0.1 including 9041-43 1.55 1.22 251.3 - 0.9 0.1 including 9042 0.25 5.77 1450 0.2 4.2 0.2 7485-86 1.05 0.52 1640.8 0.3 1.1 0.3 including 7485 0.20 1.73 8290 1.6 5.0 0.6 7487-98 2.35 0.52 440.9 0.1 1.4 0.2 including 7487 0.20 2.78 3640 1.0 11.7 0.3 7490 0.12 8.88 1030 0.3 8.6 1.8 7491 0.50 1.09 196 - 0.8 0.1 Rosario Level 9103 1.55 0.27 37.1 - 0.1 0.0 9106 wall rock 5.00 0.78 257 0.1 0.8 0.1 9108 1.15 0.13 38.7 - 0.1 0.2 9113 1.20 0.71 109 - 0.1 0.1

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Figure 15 Comparison of cross section from Fig. 11 with IP pseudosection over the Rosario area.

Other mines. Work at other mines and prospects in the Urique camp was also completed. The most interesting have been the La Patricia and Don Anchondo areas, as shown in the Tables 4 and 5 below.

36 Technical Report on the Urique Project Table 4 Assay results, La Patricia mine area SAMPLE Width (m) Au (g/t) Ag (g/t) Pb (%) 7401 0.95 0.02 127.0 0.4 7402 1.00 <0.005 21.0 - 7413 1.00 0.01 17.2 - 7434 0.10 6.61 1310.04.0 7436 0.20 0.05 96.1 0.3 7437 0.25 0.76 493.0 1.5 7448 0.45 0.02 22.4 0.6 7450 0.75 1.15 308.0 0.5 7451 0.75 0.37 541.0 0.8 7452 1.00 0.01 19.9 0.4 7453 1.00 0.01 19.3 0.3 Extension under cover 7414 Soil 0.24 219.0 0.5 7431 Soil 0.23 25.0 0.2

Table 5 Assay results, Don Anchondo mine area SAMPLE Width (m) Au (g/t) Ag (g/t) Pb (%) Zn (%) 6802 1.40 4.65 131.0 0.2 - 6805 2.50 0.28 3.1 - - 6808 1.00 1.61 55.6 0.3 0.1 6877 1.08 0.11 4.4 - 0.2 6878 0.30 0.27 8.6 0.2 0.5 6879 0.40 0.22 6.5 - - 6880 0.20 0.29 10.4 0.4 0.5 6881 0.12 0.23 6.2 0.3 0.2 6882 0.35 0.12 4.9 0.3 - 6883 1.60 0.34 8.2 - 0.1 6884 0.20 0.12 2.4 - -

8.1.2 Other Areas

A number of other targets have been visited and sampled throughout the southernmost portion of the Urique Property (Fig. 7). Three key ones are: • El Platano: Reported to contain a 1.2 km long vein that averages 4 metres in width; 3 samples taken by the CRM, averaged 4.0 metres in width with 1% Cu and 84 g/t Ag. Sampling by Yale returned 3.4 m grading 2.08 g/t gold, 1.1m grading 2.48 g/t gold and 63.7 g/t silver, and 0.7 m grading 0.78 g/t gold and 250.0 g/t silver. • Los Alisos: A large visible iron oxide anomaly, possibly consisting of advanced argillic alteration, surrounding an intrusion at Cobriza with anomalous copper and gold values; the CRM had compared this area to area around the El Sauzal mine prior to its discovery (Aparicio and Farias, 1975). This target lies at least partially on ground controlled by other companies. • El Frijolar: An alteration zone approximately one square kilometre in size that is rich in iron oxides. A 0.5 m vein is reported to outcrop for 50 metres - 2 samples by the CRM gave 4.2 g/t gold and 46.9 g/t gold (Aparicio and Farias, 1975) – this has not been followed up by Yale.

37 Technical Report on the Urique Project 8.2 Urique North

The Urique North area lies on the west rim of the Urique canyon and extends in a north south direction from Cuiteco in the north to Mesa de Arturo in the south (Fig. 16). The area includes two target areas, San Pedro, near the pueblo of Cerocahui, and Cuiteco, near a pueblo with the same name that lies on the Chihuahua-Pacific railway line. A third area, Cerro Colorado, was explored by Yale but was dropped in 2010.

Regional exploration, including reconnaissance mapping and sampling and stream sediment sampling, has been completed over the portions of the Urique North area between the main exploration targets. To date no significant mineralization has been identified other than in the areas mentioned.

8.2.1 San Pedro

Early in 2007 exploration work in the northern part of the property focused on the San Pedro target area which surrounds the historic Sangre de Cristo mine (Fig. 17), owned by a third party. Past reconnaissance by EXMIN had identified several small mines and prospects developed by gambusinos or small miners on quartz veins with assays ranging from 6.6 to 35 g/t gold and 61 to 401 g/t silver over 0.3 to 1.1 metre vein widths (Fig. 18, 19) (Table 6). The area consists of several intercalated lithologies of Tertiary volcanic rocks cut by several sets of veins and vein sets (Fig. 20).

Three sets of veins, with strikes to the northeast, northwest and north-south, were identified during subsequent geologic mapping by Yale in early to mid 2007, and areas of widespread alteration near vein intersections were identified as possible bulk tonnage targets (Fig. 21). Approximately 292 channel samples were taken in surface exposures and trenches in an area measuring 2 km by 0.5 to 1 km. Most of the samples were taken by separating vein material from altered wallrocks and unmineralized rock in individual samples, with the average grades for mineralized intervals based on weighted averages (Table 6). In the opinion of the author, the sampling is representative of the mineralized systems present.

Several of the narrow vein systems have yielded high-grade precious metals assays, ranging up to 137.5 g/t gold and 133 g/t silver over 0.25 metres (Table 6). Also, sampling at the intersections of some north-south and northeast vein sets yielded assays of 0.33 g/t gold and 7.6 g/t silver over 21.65 metres. Four prospective areas for further exploration were identified, but

38 Technical Report on the Urique Project the two main areas were on ground not controlled by the Urique Joint Venture at the time because the concessions had been cancelled but had not been declared free for staking by the Mexican government (Fig. 21). This ground was subsequently staked by Yale in November, 2010. This mining concession has been already approved and granted by the Mexican Federal Government. All necessary steps have been taken by Minera Alta Vista, S.A. de C.V. to obtain it. The Mexican Public Mining Registry has informed Yale that the only step left is the signature of the Director of the Department of Mines and assignment of the title number. In the meantime, the temporary number for such concession is 016/45665 which signifies the validity of the concession. Upon granting of the concession San Pedro, Minera Alta Vista, S.A. de C.V. will be recorded holder, and the concession will not expire until 50 years from its date of issuance. Due to the fact that the concession has been already granted there are no limitations whatsoever regarding the current or future work on the concession. Table 6 Assays for selected samples, San Pedro Area/ Width Au Ag Sample* (m) (g/t) (g/t) Vein NE 1 3715 0.35 4.38 38.6 3712-3714 FW 12.0 0.33 11.0 3716 HW 4.0 0.21 1.4 3671, 3672 1.3 3.65 14.0 3673 1.5 0.49 2.2 3670 Dump 12.50 42.5 Vein NE 3 3803-3805 2.10 0.52 9.4 3734 0.35 2.87 36.8 3733 0.20 20.70 133.0 Intersection NE and NS Veins 3710-3716 21.65 0.33 7.6 Vein NW 6 3708 0.30 7.07 19.8 3726 0.25 137.50 133.0 2699 0.70 0.86 8.7 3821 0.25 2.41 28.8 3822 FW 3.0 1.01 17.0 3824 0.50 0.36 6.1 3825 HW 1.7 2.40 0.2 Split, Vein NW 4 3817 0.30 12.45 129.0 3820 0.20 21.40 42.6 HW and FW are hangingwall and footwall samples of the immediately preceding vein sample

39 Technical Report on the Urique Project A geophysics program conducted at the Project included 4.8 line km of IP and ground magnetometer surveys within the San Pedro target area (Fig. 21). Although the magnetic surveys did not yield useful information, in part due to widely separated lines, the IP, using a pole-dipole arrangement with a 50 metre spacing did yield useful data (Lambert, 2008). The IP results identified geophysical anomalies that appear to coincide with mineralized structures and veins, and appear to reflect the dip of the structures as measured on the surface (Fig. 22).

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Figure 16 Exploration area of the, Urique North sector, Chihuahua State, Mexico.

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Figure 17 Portal of the historic Sangre de Cristo mine.

Figure 18 Gambusino workings in the San Pedro area of the Urique Project.

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Figure 19 Quartz veining in dioritic intrusive rock, San Pedro area, Urique project.

Two diamond drill holes were completed in the San Pedro target area in late April and early May, 2008 at the end of a larger drill program on the Cerro Colorado area that was subsequently dropped. These holes were drilled on lower priority target areas on the ground controlled by the Urique Joint Venture before the ground covering the better targets was acquired (Fig. 21). Hole UDO-08-1 tested veins at the northern portion of the target underneath one of the trenches with anomalous values. This hole cut a zone of strong quartz vein stockwork and silicification that corresponds with that exposed in the trench. The interval returned anomalous values of gold and silver. The second hole drilled in the San Pedro target was USP-08-1, designed to test the extension of the high grade veins to the south of the surface exposures on the San Pedro concession that was not controlled by the Urique Joint Venture. This hole did not reach the target as it was stopped short. Subsequent drilling in this area should include some road building to drill closer to the projection of the mineralized structures.

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Figure 20 Geologic map, San Pedro area, Urique Project, Chihuahua State, Mexico.

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Figure 21 Vein and target map, San Pedro area, Urique Project, Chihuahua State, Mexico

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Figure 22 Comparison of geologic cross section and IP pseudosection on line SPL-3 at San Pedro.

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8.2.2 Cuiteco

At Cuiteco, located in the northern most portion of the property, a large area of alteration measuring several hundreds of metres across is exposed in road cuts and in the cuts for train tracks (Fig. 23, 24). This widespread alteration is hosted in a series of Tertiary volcanic rocks (Fig. 25) and consists largely of clay-sericite, silica and pyrite and is similar to that observed at high structural levels in several districts in the Sierra Madre Occidental. Preliminary mapping and sampling was conducted at Cuiteco in September to November, 2007; 146 samples were taken over an area of about 1.5 km by 3 km. A NNW trending structural zone with some anomalous geochemistry, including base metals, silver, mercury and locally, gold was identified.

In the most recent work in early 2010, several large (+100 metre) zones of cavernous and sacharoidal silica, locally constrained by the volcanic stratigraphy, were recognized and seem to be related to rhyolitic intrusions (Jurado, 2010) (Fig. 26, 27). This material was originally interpreted as vuggy silica in a high sulphidation setting, but it may have formed due to acid leaching. Additional field work is required to properly understand this large area of potentially significant alteration.

Figure 23 Panorama of the Cuiteco area showing strong alteration in the center of the photo.

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Figure 24 View of strongly altered volcanic rocks in train cut, Cuiteco area. Photo by Ing. Carlos Jurado.

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Figure 25 Geologic map, Cuiteco area, Urique Project, Chihuahua State, Mexico.

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Figure 26 Strong Clay-sericite plus pyrite alteration with stratigraphic control, Cuiteco area. Photo by C. Jurado

Figure 27 Cavernous and sacharoidal residual silica exhibiting stratigraphic control, Cuiteco area. Photo by C. Jurado.

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9.0 Drilling

A drill program was conducted at the Urique Project from March to May, 2008. Most of the area that was drilled was subsequently dropped due to escalating payments to the underlying owner. Limited drilling was done in the San Pedro target area (Table 7). The most important targets at San Pedro were in an area that had yet to be declared free for staking and were not drill tested. This concession, San Pedro, was subsequently declared free and was staked by Yale in November, 2010. With respect to the application for the San Pedro concession: all necessary steps have been taken by Minera Alta Vista, S.A. to obtain such concession and the only remaining step is the signature of the Director of the Department of Mines and assignment of the title number; the Mexican Federal Government has approved and granted such concession and issued a temporary number which signifies the validity of such concession; upon granting of such concession, Minera Alta Vista, S.A. will be the recorded holder and such concession will expire 50 years from its date of issuance; and due to the fact that such concession has already been granted, there are no limitations whatsoever retarding the current or future work on such concession.

The core was logged and then selected intervals were sampled using a blade type hydraulic splitter. Samples were generally 0.5 to 2 meters in length depending on the geology, and half of the split sample was sent to the laboratory for analysis. The remaining half of the core was retained on site for future reference. Sample standards and blanks were inserted in the sample stream for quality control-quality assurance.

Two diamond drill holes were drilled in the San Pedro target area (Table 7, Figs. 20, 21). Hole UDO-08-1 tested veins at the northern portion of the target near and down dip of a trench that yielded 22 meters with 0.107 g/t gold, including 6 meters with 0.225 g/t gold, with elevated antimony and mercury values. The hole cut a 21.8 meter interval of strong quartz vein stockwork with silicification that yielded locally anomalous concentrations of precious metals and indicator elements antimony and mercury; the best sample was 2 meters with 0.143 g/t gold. This interval is interpreted to correspond with that exposed in the trench, and is believed to approximate true with as it cut across the structure at a high angle. This drill hole demonstrated the continuity of the mineralized structure at depth below surface exposures, but the amount of drilling was insufficient to make conclusions as to the potential of this mineralized structure.

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Table 7 2008 Urique Project Drill Data Hole Easting Northing Inclination Azimuth TD (m) Comments Target 4, anomalous UDO-08-01 793,731 3,023,435 -50 90 243.1 metals USP-08-01 794,364 3,021,669 -50 68 99.85 No intercepts, cut short

The second hole drilled in the San Pedro target was USP-08-1, and was designed to test the extension of the high grade veins approximately one kilometre to the south of the surface exposures in the centre of the San Pedro target. This hole was started on an existing road far from the surface exposures and did not reach the target because the hole was stopped short as it was determined that the downhole depth to the projected target was too great. Subsequent drilling in this area should include some road building to drill closer to the projection of the mineralized structures.

10.0 Sample Preparation, Analyses and Security

All samples taken at the Project were labelled with the sample site number and a tag with the number was placed in the sample bag. All samples were stored at the Urique Joint Venture’s rented field offices and were kept secure by company personnel at the site. Samples were bundled into large rice or sugar sacks that were labelled with identifiers for the company, project, the range of sample numbers included, and the total number of bags in a shipment. Samples were either picked up by laboratory personnel in their vehicle, or were delivered to the laboratory preparation facility by project personnel.

Samples from the Urique Project exploration program were prepared and analyzed by several laboratories during the course of exploration: these laboratories, ALS Chemex, Stewart Group – Echo Tech Laboratories, and Inspectorate, are all independent of Mammoth and are accredited. ALS Chemex (now ALS Group) is a worldwide analytical laboratory with completed registration to ISO 9001:2008, and a number of analytical facilities have received ISO/IEC 17025:2005 accreditations for specific laboratory procedures. The Stewart Group operates a worldwide network of analytical and testing laboratories; several labs have received ISO 17025 accreditations for specific laboratory procedures. Stewart Group was recently purchased by ALS Group. Inspectorate (also Inspectorate IPL) is a worldwide analytical and testing laboratory and several labs have received ISO 17025 accreditations for specific laboratory procedures.

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Samples generally consisted of 1.5-5 kg of material and include rock chips, stream sediments and soil samples. For the early stages of exploration only internal lab quality control samples were utilized, and no company standards were inserted. For the later stages of exploration, including the soil and stream sediment samples, standards and blanks were inserted into the sample stream. The standards utilized were obtained from WCM Minerals of Canada, and were samples PM 1130 (gold and silver) and PB 130 (copper, lead, zinc, and silver). Blanks were made from several materials. All of the laboratories utilized have strict internal quality control/quality assurance procedures, including insertion of standard and blank samples, as well as systemic duplicate sample assays.

For samples sent to ALS Chemex, the preparation and analyses were performed in their facilities in Mexico and Vancouver, respectively. Gold analyses were performed by 30 gram fire assay with an AA finish. Gold analyses for samples with more than 10 g/t gold in the initial assay (overlimit) were reanalyzed by gravimetric methods. Silver was analyzed as part of a multi-element ICP package with an aqua regia digestion. Samples with overlimit silver (> 100 g/t Ag) in the initial assay were reanalyzed by AA.

Samples submitted to Stewart Group, Echo Tech Laboratory, Ltd. were prepared and analyzed in their labs in Mexico and Canada, respectively. Analyses were by 30 gram fire assay with an AA finish for gold. Silver was analyzed as part of a multi-element ICP package with an aqua regia digestion.

Samples submitted to Inspectorate IPL were prepared and analyzed at their labs in Mexico and Canada, respectively. Analyses were by one assay ton fire assay with an AA finish for gold. Silver was analyzed as part of a multi-element ICP package with an aqua regia digestion.

For the drill program at the Urique Project, core samples were split lengthwise into two approximately equal portions; one half was sampled and sent to the analytical lab, and the second half was retained and stored on site at the Urique Joint Venture’s field office near the Project. The Urique Joint Venture conducted an internal quality control/quality assurance program consisting of insertion of standard and blank samples in the drill core sample stream. The standards for the blind QA-QC were prepared by Inspectorate for EXMIN Resources.

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Drill samples were prepared and analyzed by ALS Chemex in their facilities in Mexico and Vancouver, respectively. Samples generally consisted of 2-7 kg of material. Gold analyses were performed by 30 gram fire assay with an AA finish. Silver was analyzed as part of a multi- element ICP package, originally with an aqua regia digestion, and selected intervals were re- analyzed using a 4 acid digestion due to the presence of oxide silver minerals that do not completely digest using aqua regia.

The QA/QC samples inserted by both the laboratory and the blind samples have been reviewed and the assay results fall within acceptable ranges. It is the opinion of the author that the methods of sample preparation, security, analysis and quality control/quality assurance procedures have been adequate for the exploration programs to date.

11.0 Data Verification

The data collected at the Project from 2006 to 2008 was done under the supervision of the author, and no additional samples were taken for this report. The author was intimately involved with the initial stages of exploration and reconnaissance, and supervised the work done later under the Urique Joint Venture. In several areas, assay results from the initial reconnaissance visits were confirmed and expanded on during subsequent more detailed mapping and sampling, programs, including some trenching. It is the opinion of the author that the data presented in this report is reliable.

12.0 Mineral Processing and Metallurgical Testing

No metallurgical tests have been made.

13.0 Mineral Resource Estimates

There is currently no mineral resource estimate at the Project.

14.0 Adjacent Properties

The Urique Project lies within a strongly mineralized region with several recent discoveries and mines. Exploration and mining projects on adjacent properties include Monterde (Kimber Resources), San Miguel (Paramount Gold), Cieneguita (Pan American Goldfields), El

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Sauzal (Goldcorp), and Bolivar (Dia Bras Exploration) (Figs. 2, 5). The Palmarejo mine (Coeur), although not an adjacent property, is included in this discussion because it is located near the Urique property and has similarities to the Urique district.

The Monterde property of Kimber Resources Inc. (Kimber), is adjacent to the northern portion of the Urique property near Cuiteco. The main target at the Project is located about 20 km north of the Cuiteco target area, and consists of a series of low sulphidation epithermal vein systems that have been explored by Kimber for the last several years. Kimber most recently reported a NI 43-101 compliant drill indicated resource calculation in 2009 of 3.694M metric tonnes at grades of 4.19 g/t Au and 165.2 g/t Ag utilizing a 3.0 g/t gold-equivalent cutoff, and contains 375,000 oz gold and 19.7M oz silver without taking into account metallurgical recoveries (Giroux et. al, 2009). The relatively high cutoff is reasonable for a lower tonnage operation. A preliminary economic assessment is underway, and a slightly different in-pit resource was reported in 2011 (Giroux et. al, 2011).

Paramount Gold and Silver Corp’s. (Paramount) San Miguel and Andrea project land package is located adjacent to much of the western boundary of the Urique Property. The main targets at San Miguel are located some 20-25 km west of the Urique north project area, and consist of epithermal veins along a regional scale structural corridor. These veins are similar to those found in the Urique district. Paramount has reported an NI 43-101 indicated resource of 4.392M metric tonnes at grades of 0.61 g/t Au and 57 g/t Ag containing 87,000 oz gold and 7.9M oz silver using a cutoff of 25 g/t silver-equivalent (Gustafson, 2011).

The El Sauzal property of Goldcorp Inc. (Goldcorp) is adjacent to the southern portion of the Urique property. The El Sauzal deposit is a high sulphidation epithermal system that lies and is an operating mine located approximately 10 kilometres to the south of southern Urique Project boundary. The mine has produced between 2 and 3 million ounces of gold, and is expected to produce 150,000 ounces of gold in 2010. Although the El Sauzal deposit is not similar to the main targets at the Urique Project, similar alteration occurs in the Urique south sector (at least partially on concessions owned by third parties), and exploration for this type of mineralization is warranted.

The Cieneguita property of Pan American Goldfields Ltd. (Pan American), formerly Mexoro Minerals Ltd., is adjacent to the southwestern corner of the Urique property. Measured

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and indicated resources were reported in 2009 to be 20.1M tonnes at grades of 0.74 g/t Au, 51.8 g/t Ag, 0.21% Pb, and 0.26% Zn (Wood, et. al, 2010). The Cieneguita deposit is described as a diatreme breccia, the first recognized in the region. The alteration characteristics of this eroded deposit are similar to those observed in the largely un-eroded Cuiteco area.

The Bolivar property of Dia Bras Exploration Inc. (Dia Bras) is located adjacent to the southwestern boundary of the Urique property and lies between the El Sauzal and Cieneguita properties. At the Bolivar property, also known as the Piedras Verdes district, porphyry related skarn deposits contain copper and zinc mineralization with some gold and silver. Dia Bras has been operation a pilot mining operation for several years, and in 2009 reported a measured and indicated resource o 1.188M metric tonnes with 1.26% Cu, 2.35 % Zn, 0.28 g/t Au, and 11.1 g/t Ag at a 1.00 copper-equivalent cutoff, with contained metals of 33 thousand pounds of copper, 61.6 thousand pounds of zinc, 10,620 oz of gold, and 1.17M oz of silver (Camus, 2009). Although the targets currently being explored at the Urique property are of the epithermal vein style, intrusion related mineralization is present within the district and exploration for this type of mineralization is warranted at Cuiteco and in the Urique south sector.

The Palmarejo property of Coeur d’Alene Mines Corp. (Coeur) is not adjacent to the Urique property, but is located in the general region, just west of the San Miguel property described previously. The Palmarejo mine exploits rich clavos or ore shoots in veins similar to those in the Rosario mine and the Urique district in general. On its website, Coeur reported year- end proven and probable reserves totalling 71.8 million silver ounces and 870,200 gold ounces and measured and indicated resources of 16.6 million silver ounces and 191,474 gold ounces in 2010. The recently commissioned mine has capacity to produce 190,000 oz of gold and 9M ounces of silver annually.

The information presented in this section has not been independently verified by the author, and the results of work at the nearby properties are not necessarily indicative of the mineralization that will be encountered with further exploration of the Urique Property.

15.0 Other Relevant Data and Information

The author knows of no additional relevant data or information.

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16.0 Interpretation and Conclusions

The Urique Project is located in a strongly mineralized region that has seen important historical production, as well as substantial modern exploration in the last 10 to 15 years by several foreign companies. Several mines and development projects have resulted from this work. The Urique Property covers several areas prospective for mineral discoveries, and has been explored for precious metals by Yale Resources. Exploration programs carried out from 2005-2010 have identified several areas prospective for significant precious metal mineralization warranting further work.

The Urique South sector of the Project lies within the Urique canyon and covers or includes several mineralized areas. Yale has completed first pass reconnaissance work in several areas, and has completed substantial exploration work at the Urique camp or district. The Urique camp contains numerous small mines and prospects and had important but unknown historic production.

Yale has identified a strong exploration target in the Rosario mine area in the Urique camp. Work to date indicates that a gold-silver vein target exists, as well as a potential bulk tonnage target. More work is needed in rehabilitating some of the underground workings and completing a mapping and sampling program. Drilling of the Rosario target is also warranted.

The Urique North sector of the Project lies on the plateau west of the Urique Canyon. Two main areas of interest have been delineated at San Pedro and Cuiteco. At San Pedro, gold- silver bearing veins have been mapped and sampled and provide potential high-grade exploration targets. Potential for lower grade bulk tonnage mineralization occurs in areas near structural intersections. The San Pedro area warrants more exploration work, including sampling and perhaps trenching on the recently acquired San Pedro concession, and also warrants a drilling program.

The Cuiteco area exhibits a large area of strong alteration measuring hundreds of metres across. Exploration work to date has identified areas with anomalous metal values, but no discrete target has yet been delineated. Further work to understand this mineralized area is warranted.

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Exploration work at the Urique Project has resulted in the identification of several target areas that warrant further exploration, including drilling. In the opinion of the author, the work performed to date has been completed within the standards of the industry and is provides is reliable. The Project is at an early stage of exploration, however, and significant risks and uncertainty remains before any economic value or viability can be determined.

17.0 Recommendations Future exploration programs at the Urique Project should include work at several of the target areas described previously in this report. Significant exploration efforts are warranted at the higher priority San Pedro and Rosario targets, and a continuation of the exploration programs at the lower priority Cuiteco and Urique canyon targets is also warranted. The recommended exploration is described in more detail for each area below, and a proposed budget is presented after the discussion.

In addition, according to representatives of Yale, the taxes at the Project area are approximately 35,000 dollars every 6 months; therefore, the large land position should be reduced to the best areas for exploration that have been identified. Reconnaissance work already done has identified the areas of most interest, although some additional reconnaissance work would probably also have to be completed prior to the land reduction.

At the Rosario mine target, work programs must include the continued rehabilitating and opening the existing adits at Rosario, El Salto, Texcalama and Feliciano, followed by more detailed mapping and sampling of the workings at El Salto, Texcalama and Feliciano. Also, additional detailed surface mapping of the target area, including location of all workings and prospects as well as structures, is necessary to create a 3D geological data base that would aid in targeting for a drill program.

A 1,000 metre surface and/or underground drill program targeting lower grade, bulk tonnage mineralization and high grade underground clavos or ore shoots is warranted in the Rosario mine area. The exploration program described above for this area should provide sufficient data to be able to determine the best drill locations and whether these are from the surface or underground. Road building costs could be significant for a surface drill program due to the topography and the orientation of the veins. The use of a drill rig capable of drilling low

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angle or up-angle holes from the surface as well as underground should be evaluated, as this would make the drill holes shorter and decrease road building costs considerably. This program would preferentially be done in the dry period from October to June as the access on the east side of the Urique River is difficult during the rainy season.

Work programs elsewhere in the Urique district should include more detailed mapping and sampling of some of the other areas with an emphasis on the historic workings. Further mapping, sampling and data compilation for the Sauz, Platano, Los Alisos, and Frijolar targets is necessary to determine their importance, and to evaluate possible acquisitions of concessions from third parties.

At the San Pedro target area, the exploration program should be continued to evaluate the targets identified on the San Pedro concession once the Director of the Department of Mines has issued the title number. This work should include remapping of the areas surrounding the historic Sangre de Cristo mine and reevaluation of the sample results to date. The program should be directed towards evaluating the bulk tonnage potential for the area and would include more detailed mapping and sampling, including additional trenching. Subsequent drilling in this area should include road building to drill closer to the projection of the mineralized structures and the mapped intersections. A 1,000 metre drill program would be required in a first pass effort to adequately test the main targets.

Exploration work at Cuiteco should include continuing work with local mapping, sampling and prospecting. A soil sampling program also may prove effective in this area. The exploration program should entail alteration mapping, possibly with a Pima survey.

A proposed budget for an approximately one year exploration program is presented in Table 8 below, including 2,000 metres of drilling, estimated at $150 per metre including road building and drill samples. Note that all costs are in Canadian dollars:

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Table 8 Proposed exploration budget, Urique Project. Urique South...... Rosario Mine...... Mapping (2 months)...... 20,000 Sampling (300)...... 15,000 Drilling (1000 metres)...... 150,000 Urique Canyon...... Mapping (1.5 months)...... 15,000 Sampling (200)...... 10,000 ...... Total Urique South...... 210,000 Urique North ...... San Pedro ...... Mapping (3 months)...... 30,000 Sampling (300 samples)...... 15,000 Drilling (1000 metres)...... 150,000 Cuiteco ...... Mapping (1.5 months)...... 15,000 Sampling (100 samples)...... 5,000 ...... Total Urique North...... 215,000 Reconnaissance/land reductions...... Recon (1 month, 50 samples)...... 15,000 ...... Total Reconnaissance...... 15,000 ...... Total Budget ...... CAD 440,000

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18.0 References Aparicio C., E. and Farias G., H., 1975, Reconocimiento geológico-minero regional del área de Urique y sus porciones sur y sur-oeste en el Estado de Chihuahua, 84p. Camus, Yann, 2009, Technical report resources update, February 2009, Bolivar Project, Chihuahua Province, Mexico, 71p. Gibson, P. C., 2008, Urique Project, Report for year 2, Yale joint venture; internal report EXMIN Resources Inc.-Yale Resources, 22 p plus appendices. Giroux, G. H., Gowans, R., Hennessey, B. T. Richards, J. B., and Mare, P. H., 2009, An updated mineral resource estimate for the Carmen and Veta Minitas deposits, Monterde Project, Guazapares municipality, Chihuahua State, Mexico, 115p. Giroux, G. H., Godard, M, Gowans, Haile, J., Jacobs, C., Kirkham, G., and Leader, J., 2011, Updated preliminary assessment of the Monterde project, Guazapares municipality, Chihuahua State, Mexico, 153p. Gustafson, M. M., 2011, Technical report on the San Miguel Project, Guazapares mining district, Chihuahua, Mexico, 131p plus appendices. Hacettepe University: Department of Mining Engineering Online Dictionary on Mining, Mineral and Related Terms, www.maden.hacettepe.edu.tr/dmmrt/index.html. Hernandez, P., I., 2011, Minas de la baja Tarahumara, Impresora Chihuahua, 364p. Jurado, C., 2010, Informe sobre trabajos de reconocimiento en el área de Cuiteco, internal company report, Yale Resources, 9p. Lambert, G., 2008, Report on ground magnetometer and induced polarization surveys, Urique Project, Chihuahua State, Mexico, 17p. Servicio Geológico Mexicano, 2002, Carta geológico-minera Hoja Ciudad Obregon G12- 03, 1:250,000. Servicio Geológico Mexicano, 2000, Carta geológico-minera Hoja San Juanito G13-01, 1:250,000. Servicio Geológico Mexicano, 2004, Carta geológico-minera Hoja Temoris G12-B39, Hoja Temoris, 1:50,000. Servicio Geológico Mexicano, 2006, Carta geológico-minera Hoja Batopilas G13-A41, 1:50,000. Servicio Geológico Mexicano, 2007, Monografía geológico-minera del estado de Chihuahua, digital version, update in progress, 328p. Servicio Geológico Mexicano, 2008, Carta geológico-minera Hoja Cieneguita G12-B49, 1:50,000. Wood, D. R., Puritch, E. J., and Yassa, A. 2010, Technical report, geology and resources, Cieneguita Project, Chihuahua, Mexico, 114p.

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