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20 Jan 2005 ... The Hornby Bay Basin, Athabasca Basin and the Thelon Basin are ...... unconformity-type uranium deposits and good potential for Eldorado ...
TECHNICAL REPORT ON THE URANIUM RESOURCES AT

HORNBY BAY BASIN

NUNAVUT, CANADA ON BEHALF OF

HORNBY BAY EXPLORATION LTD. 357 Bay Street, Suite 700 Toronto, Ontario M5H 2T7

BY:

G.S. CARTER, P. ENG. December 9, 2004 BROAD OAK ASSOCIATES 365 Bay Street Suite 304 Toronto, Ontario Canada, M5H 2V1 Hornby Bay Basin 1

Broad Oak Associates

TABLE OF CONTENTS Page Number 3.0

Summary

3

4.0

Introduction and Terms of Reference

4

5.0

Disclaimer

4

6.0

Property Description and Location

4

7.0

Accessibility, Climate, Local Resources, Infrastructure, and Physiography

16

8.0

History

17

9.0

Geological Setting

22

10.0

Deposit Types

25

11.0

Mineralization

27

12.0

Exploration

27

13.0

Drilling

28

14.0

Sampling Method and Approach

34

15.0

Sample Preparation, Analyses and Security

35

16.0

Data Verification

37

17.0

Adjacent Properties

38

18.0

Mineral Processing and Metallurgical Testing

38

19.0

Mineral Resource and Mineral Reserve Estimates

38

20.0

Other Relevant Data and Information

39

21.0

Interpretation and Conclusions

39

22.0

Recommendations

40

23.0

References

42

24.0

Illustrations

54

Certificate of Author

55

Consent of Author

57

Hornby Bay Basin 2

Broad Oak Associates

3.00 Summary The Hornby Bay Basin, Athabasca Basin and the Thelon Basin are thought to be remnants of a larger single proteozoic basin. The Coppermine Property, like the Athabasca Basin, is still covered with mature quartz sandstones, while the sandstones have eroded at the Asiak Property. Exploration of the Coppermine Area dates back over 200 years, and these properties are thought to have the potential to host not only Uranium deposits, but diamondiferous kimberlites, and base metals. Initial Uranium exploration in the Northwest Territories (“NWT”) began in the late 1940’s after the discovery and commercial exploitation of pitchblende vein deposits at Port Radium, on the east shore of Great Bear Lake. In the 1970’s, the first serious work commenced on the Hornby Bay Basin, and in 1972 a small sub economic deposit hosted in the sandstones of the Dismal Lakes Group, was found by Esso Minerals. In 1996, Hornby Bay Exploration Ltd. (“Hornby” or the “Company”) started assembling all the exploration data available, and has since conducted many programs that have resulted in the realization that from a geological point of view, the Hornby, Athabasca, and Thelon Basins are very similar and were once part of a larger basin. Hornby has now spent close to $10 million on exploration which includes several geophysical surveys that has been used to identify graphitic conductors in the Hornby Bay Basin. The intersections of thick intervals of graphitic metasediment in the basement rocks below the Horny Bay Basin, confirmation of structural disturbance at the uncomformity contact, the discovery of six new significant radioactive occurrences in sandstone, over 140 anomalous Uranium assay results in sandstone rock samples (a cluster of 11 samples > 10 ppm in the north central area of the Coppermine claim block), and the discovery of three new zones of intense alteration in the Hornby Bay Group sedimentary rocks, found during the 2004 program, all confirm the prospective nature of the Basin, and its interpretation as geologically similar to the Athabasca Basin. The Athabasca basin has proven to be the most prolific and highest grade source of Uranium in the World to date. Hornby has identified many targets through geophysical surveys and has confirmed that the geological setting is similar to as the Athabasca Basin. Hornby has also confirmed the existence of Uranium in the Basin, suggesting that continued exploration will identify a Uranium resource if not a Uranium reserve after sufficient exploration has been completed. It should be noted that in the case of the McArthur River Deposit (located in the Athabasca Basin), it took eight years of exploration prior to the discovery hole in 1988, and production was achieved in 1999. The Company is creating a 3-D model of drill hole log datasets, geochemical and structural data. The analysis of geophysical and geochemical data is ongoing and an alteration study is underway. The new occurrences identified during the 2004 exploration program will be followed up with further geologic mapping, interpretation, and drilling as warranted in the 2005 season. For the 2005 season, further ground geophysics and drilling are planned.

Hornby Bay Basin 3

Broad Oak Associates

The setting is correct, the presence of high grade Uranium is confirmed, and continued exploration will continue to define the targets more precisely, suggesting a high probability that continuing exploration should result in the identification of Uranium resources. 4.0 Introduction and Terms of Reference Broad Oak Associates (“Broad Oak”) was engaged by Hornby Bay Exploration Ltd. (“Hornby”) to provide an independent technical report. This report was prepared under the direction of Geoffrey S. Carter, a principal of Broad Oak and a Qualified Person. A site visit was made from September 14 to 17, 2004, and visits were made to several locations on the property and samples taken. The extensive data base that Hornby has assembled in their offices has been made fully available to Broad Oak. Hornby has provided Broad Oak, as of the date of this report, with Certifications of Representation, from the President and C.E.O., George Bell, and from the Vice President of Exploration, David Bent who is a Qualified Person. 5.0 Disclaimer Not Applicable, except as in certificate. 6.0 Property Description and Location Hornby Bay holds a 100% interest in 214 mineral claims covering 210,600 hectares on the southwest shore of Coronation Gulf in Nunavut Territory, Canada, approximately 100 kilometres south of Kugluktuk (formerly known as Coppermine). It is approximately 500 kilometres north of Yellowknife where the main supply base of operations is located. The base camp is located on the south shore of Mouse Lake, where float and ski equipped aircraft can land. Larger aircraft land at Kugluktuk where people, fuel and supplies can be ferried into Mouse Lake. There is also a landing strip along the Coppermine River approximately 28 kilometres away from the camp. The project area extends from latitude 67˚40’ to 66˚15’ north and longitude 120˚ to 114˚ west. The Mouse Lake camp is located at latitude 67˚06’ north and longitude 115˚44’ west. All the exploration carried out to date has been in compliance with the environmental rules in place at the time it was carried out. There has been little disturbance to the surface as all equipment is moved by helicopter in the summer as surface transportation is difficult and would damage the permafrost, and is therefore not been used. In the winter surface transportation can be used as the ground is frozen and damage does not occur. Therefore there are no environmental liabilities at this point in time.

Hornby Bay Basin 4

Broad Oak Associates

Location Maps

Hornby Bay Basin 5

Broad Oak Associates

Hornby Bay Basin 6

Broad Oak Associates

Hornby Bay Basin 7

Broad Oak Associates

Coppermine River Claim Block

Hornby Bay Basin 8

Broad Oak Associates

List of Mining Claims and Status

Wrk

Claim

Claim

Number

Name

NTS 1

NTS 2

NTS 3

NTS 4

Record Date

Fin

Current

Number

Anniversary

of Acres

Date** COPPERMINE CLAIMS

9

F59109

DM 29

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59110

DM 30

086J13

1996-06-18

18-Jun-2005

2582.50 2582.50

9

F59111

DM 31

086J13

1996-06-18

18-Jun-2005

10

F59112

DM 32

086J13

1996-06-18

18-Jun-2006

2582.50

9

F59113

DM 33

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59114

DM 34

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59115

DM 35

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59116

DM 36

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59120

DM 40

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59121

DM 41

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59122

DM 42

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59123

DM 43

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59124

DM 44

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59129

DM 49

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59130

DM 50

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59131

DM 51

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59132

DM 52

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59133

DM 53

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59134

DM 54

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59135

DM 55

086J13

1996-06-18

18-Jun-2005

2582.50

9

F59136

DM 56

086J13

086J14

1996-06-18

18-Jun-2005

2582.50

9

F59137

DM 57

086J13

086J14

1996-06-18

18-Jun-2005

2582.50

9

F59138

DM 58

086J13

086J14

1996-06-18

18-Jun-2005

1756.10

9

F59139

DM 59

086J13

086J14

1996-06-18

18-Jun-2005

2582.50

9

F59140

DM 60

086J12

1996-06-18

18-Jun-2005

2582.50

9

F59141

DM 61

086J12

1996-06-18

18-Jun-2005

2582.50

9

F59142

DM 62

086J12

1996-06-18

18-Jun-2005

2582.50

9

F59143

DM 63

086J12

1996-06-18

18-Jun-2005

2582.50

9

F59144

DM 64

086J12

1996-06-18

18-Jun-2005

2582.50

9

F59145

DM 65

086J12

1996-06-18

18-Jun-2005

2582.50

8

F42997

DM 69

086J12

1996-09-12

12-Sep-2004

2582.50

8

F42998

DM 70

086J12

1996-09-12

12-Sep-2004

2582.50

8

F42999

DM 71

086J13

1996-09-12

12-Sep-2004

2582.50

8

F43000

DM 72

086J14

1996-09-12

12-Sep-2004

2582.50

TOTAL DM

34

086J13

Claims

86,978.60

8

F43216

LB 73

086J12

1996-10-07

7-Oct-2004

2582.50

8

F43217

LB 74

086J12

1996-10-07

7-Oct-2004

2582.50

TOTAL LB

2

Claims

5,165.00

8

F61975

CM 5

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61976

CM 6

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61977

CM 7

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61978

CM 8

086N01

1997-01-20

20-Jan-2005

2582.50

Hornby Bay Basin 9

Broad Oak Associates

8

F61979

CM 9

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61982

CM 12

086N01

1997-01-20

20-Jan-2005

1291.25

8

F61986

CM 16

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61987

CM 17

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61988

CM 18

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61991

CM 21

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61992

CM 22

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61993

CM 23

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61994

CM 24

086N01

1997-01-20

20-Jan-2005

2582.50

8

F61997

CM 27

086K16

1997-01-20

20-Jan-2005

2582.50

8

F61998

CM 28

086K16

1997-01-20

20-Jan-2005

2582.50

8

F61999

CM 29

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62000

CM 30

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62001

CM 31

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62003

CM 33

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62004

CM 34

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62005

CM 35

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62006

CM 36

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62007

CM 37

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62008

CM 38

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62010

CM 40

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62011

CM 41

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62012

CM 42

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62013

CM 43

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62014

CM 44

086K16

1997-01-20

20-Jan-2005

2582.50

8

F62015

CM 45

086K16

1997-01-20

20-Jan-2005

2582.50

10

F62016

CM 46

086J13

1997-01-20

20-Jan-2007

2582.50

8

F62017

CM 47

086J13

1997-01-20

20-Jan-2005

2582.50

8

F62018

CM 48

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62019

CM 49

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62022

CM 52

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62023

CM 53

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62024

CM 54

086J13

1997-01-20

20-Jan-2005

2582.50

8

F62025

CM 55

086J13

1997-01-20

20-Jan-2005

2260.00

8

F62026

CM 56

086J13

1997-01-20

20-Jan-2005

1962.80

8

F62027

CM 57

086J13

1997-01-20

20-Jan-2005

2582.50

8

F62028

CM 58

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62029

CM 59

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62032

CM 62

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62033

CM 63

086J13

1997-01-20

20-Jan-2005

2582.50

8

F62034

CM 64

086J13

1997-01-20

20-Jan-2005

1928.50

8

F62035

CM 65

086J13

1997-01-20

20-Jan-2005

1928.50

8

F62036

CM 66

086J13

1997-01-20

20-Jan-2005

2582.50

8

F62037

CM 67

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62038

CM 68

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62039

CM 69

086J13

1997-01-20

20-Jan-2005

2582.50

8

F62040

CM 70

086J13

1997-01-20

20-Jan-2005

1928.50

8

F62041

CM 71

086J13

1997-01-20

20-Jan-2005

822.80

8

F62042

CM 72

086J13

1997-01-20

20-Jan-2005

2217.40

8

F62045

CM 75

086J13

1997-01-20

20-Jan-2005

1945.60

Hornby Bay Basin 10

Broad Oak Associates

8

F62046

CM 76

086J13

1997-01-20

20-Jan-2005

1945.60

8

F62047

CM 77

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62048

CM 78

086O03

086O04

1997-01-20

20-Jan-2005

2582.50

8

F62049

CM 79

086J13

086J14

1997-01-20

20-Jan-2005

1945.60

8

F62051

CM 81

086J13

1997-01-20

20-Jan-2005

2582.50

8

F62052

CM 82

086J13

1997-01-20

20-Jan-2005

2582.50

8

F62053

CM 83

086J13

1997-01-20

20-Jan-2005

1677.00

8

F62054

CM 84

086J12

086J13

1997-01-20

20-Jan-2005

1652.90

8

F62055

CM 85

086J12

086J13

1997-01-20

20-Jan-2005

2376.00

8

F62056

CM 86

086J12

1997-01-20

20-Jan-2005

2582.50

8

F62058

CM 88

086J12

1997-01-20

20-Jan-2005

2582.50

8

F62059

CM 89

086J12

1997-01-20

20-Jan-2005

2582.50

8

F62060

CM 90

086J12

1997-01-20

20-Jan-2005

2440.20

TOTAL CM

67

Claims

162,612.65

F65941

CD1

1880.00

F65942

CD2

1880.00

F65943

CD3

730.00

TOTAL CD

3

4,490.00

COPPERMINE TOTAL

259,246.25 106

Claims

Check Numbers: EAST CLAIMS 8

F65815

3M 3

O86J 11

7

F65816

3M 4

086J 14

TOTAL 3M

2

086J 14

1998-10-14

14-Oct-2004

239.90

1998-10-14

14-Oct-2004

611.50

Claims

851.40

7

F36791

B-1

O86J 10

1998-07-28

28-Jul-2004

8

F36792

B-2

O86J 10

1998-07-28

28-Jul-2004

2582.50

8

F36793

B-3

O86J 10

O86J 15

1998-07-28

28-Jul-2004

2582.50

7

F36794

B-4

O86J 10

O86J 16

1998-07-28

28-Jul-2004

2582.50

8

F36795

B-5

O86J 15

1998-07-28

28-Jul-2004

2582.50

8

F36796

B-6

O86J 15

1998-07-28

28-Jul-2004

2582.50

8

F36797

B-7

O86J 15

1998-07-28

28-Jul-2004

2582.50

7

F36798

B-8

O86J 10

1998-07-28

28-Jul-2004

2324.25

6

F36799

B-9

O86J 10

1998-07-28

28-Jul-2004

2324.25

TOTAL B

9

Claims

2582.50

22,726.00

9

F49943

DM 66

086J10

1996-06-18

18-Jun-2005

2014.35

9

F42992

DM 67

086J11

1996-09-12

12-Sep-2005

1549.50

9

F42996

DM 68

086J10

1996-09-12

12-Sep-2005

2582.50

TOTAL DM

3

086J11

Claims

6,146.35

8

F62063

CM 93

086J10

1997-01-20

20-Jan-2005

2582.50

8

F62064

CM 94

086J10

086J15

1997-01-20

20-Jan-2005

2582.50

8

F62065

CM 95

086J10

086J15

1997-01-20

20-Jan-2005

2582.50

Hornby Bay Basin 11

Broad Oak Associates

10

F62066

CM 96

TOTAL CM

086J10 4

086J11

086J14

Claims

086J15

1997-01-20

20-Jan-2007

1969.70 9,717.20

TOTAL EAST CLAIMS

39,440.95 18

Claims

GRAND TOTAL ALL CLAIMS 214

520,393.75 Claims

Regarding the Coppermine Claims that appear to have expired, Hornby has filed the appropriate paperwork with the government, the fees have been paid, and all the claims with anniversary dates that have past are pending. Hornby is currently waiting for confirmation from the government and expects that all claims will roll forward by one year.

Hornby Bay Basin 12

Broad Oak Associates

Asiak River Claim Block

Hornby Bay Basin 13

Broad Oak Associates

List of Mining Claims and Status Yrs

Claim

Claim

Wrk

Number

Name

NTS 1

NTS 2

NTS 3

NTS 4

Record Date

Fin

Current

Number

Anniversary

of Acres

Date** 90,904 ASIAK CLAIMS

7

F36731

FM 1

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36732

FM 2

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36733

FM 3

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36734

FM 4

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36735

FM 5

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36736

FM 6

086O08

1998-03-10

10-Mar-2005

1549.50

7

F36737

FM 7

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36738

FM 8

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36739

FM 9

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36740

FM 10

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36741

FM 11

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36742

FM 12

086O08

1998-03-10

10-Mar-2005

1549.50

7

F36743

FM 13

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36744

FM 14

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36745

FM 15

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36746

FM 16

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36747

FM 17

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36748

FM 18

086O08

1998-03-10

10-Mar-2005

1549.50

7

F36749

FM 19

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36750

FM 20

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36751

FM 21

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36752

FM 22

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36753

FM 23

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36754

FM 24

086O08

1998-03-10

10-Mar-2005

1549.50

7

F36755

FM 25

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36756

FM 26

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36757

FM 27

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36758

FM 28

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36759

FM 29

086O08

1998-03-10

10-Mar-2005

2582.50

7

F36760

FM 30

086O08

1998-03-10

10-Mar-2005

1549.50

7

F36761

FM 31

086O08

086O09

1998-03-10

10-Mar-2005

2582.50

7

F36762

FM 32

086O08

086O09

1998-03-10

10-Mar-2005

2582.50

7

F36763

FM 33

086O08

086O09

1998-03-10

10-Mar-2005

2582.50

7

F36764

FM 34

086O08

086O09

1998-03-10

10-Mar-2005

2582.50

7

F36765

FM 35

086O08

086O09

1998-03-10

10-Mar-2005

2582.50

7

F36766

FM 36

086O08

086O09

1998-03-10

10-Mar-2005

1549.50

7

F36767

FM 37

086O09

1998-03-10

10-Mar-2005

2324.25

7

F36768

FM 38

086O09

1998-03-10

10-Mar-2005

2324.25

7

F36769

FM 39

086O09

1998-03-10

10-Mar-2005

2324.25

7

F36770

FM 40

086O09

1998-03-10

10-Mar-2005

2324.25

7

F36771

FM 41

086O09

1998-03-10

10-Mar-2005

2324.25

7

F36772

FM 42

086O09

1998-03-10

10-Mar-2005

1394.55

Hornby Bay Basin 14

Broad Oak Associates

TOTAL FM

42

Claims

99,787.80

9

F65211

A-1

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65212

A-2

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65213

A-3

086O08

1998-06-04

4-Jun-2007

2349.00

9

F65214

A-4

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65215

A-5

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65216

A-6

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65217

A-7

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65218

A-8

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65219

A-9

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65220

A-10

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65221

A-11

086O08

1998-06-04

4-Jun-2007

2582.50

9

F65222

A-12

086O08

1998-06-04

4-Jun-2007

2582.50

10

F65223

A-13

086O08

1998-06-04

4-Jun-2008

2582.50

10

F65224

A-14

086O08

1998-06-04

4-Jun-2008

2582.50

7

F65779

A-15

086O08

1998-10-14

14-Oct-2005

2582.50

7

F65780

A-16

086O08

086O09

1998-10-14

14-Oct-2005

2582.50

7

F65781

A-17

086O08

086O09

1998-10-14

14-Oct-2005

2582.50

7

F65782

A-18

086O08

086O09

1998-10-14

14-Oct-2005

2582.50

7

F65783

A-19

086O09

1998-10-14

14-Oct-2005

2324.25

7

F65784

A-20

086O09

1998-10-14

14-Oct-2005

2324.25

7

F65785

A-21

086O09

1998-10-14

14-Oct-2005

Claims

Claims

TOTAL A

21

2324.25 53,224.25

7

F65786

HB 1

086O01

086O08

1998-10-14

14-Oct-2005

1549.50

7

F65787

HB 2

086O01

086O08

1998-10-14

14-Oct-2005

2582.50

6

F65788

HB 3

086O01

086O08

1998-10-14

14-Oct-2004

2582.50

6

F65789

HB 4

086O01

086O08

1998-10-14

14-Oct-2004

2582.50

6

F65790

HB 5

086O01

086O08

1998-10-14

14-Oct-2004

2582.50

6

F65791

HB 6

086O01

086O08

1998-10-14

14-Oct-2004

2582.50

6

F65792

HB 7

086O01

086O08

1998-10-14

14-Oct-2004

2582.50

6

F65793

HB 8

086O01

086O08

1998-10-14

14-Oct-2004

2582.50

6

F65794

HB 9

086O01

086O08

1998-10-14

14-Oct-2004

2582.50

6

F65795

HB 10

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65796

HB 11

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65797

HB 12

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65798

HB 13

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65799

HB 14

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65800

HB 15

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65801

HB 16

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65802

HB 17

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65803

HB 18

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65804

HB 19

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65805

HB 20

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65806

HB 21

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65807

HB 22

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65808

HB 23

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65809

HB 24

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65810

HB 25

086O01

1998-10-14

14-Oct-2004

2582.50

Hornby Bay Basin 15

Broad Oak Associates

6

F65811

HB 26

086O01

1998-10-14

14-Oct-2004

2582.50

6

F65812 TOTAL HB

HB 27

086O01

1998-10-14

14-Oct-2004

2582.50

27

Claims

68,694.50

TOTAL ASIAK CLAIMS

221,706.55 90

Claims

Regarding the Asiak Claims that appear to have expired, Hornby will have filed the appropriate paperwork by January 2005 and as with the expired Coppermine claims, expect all to be rolled forward by a minimum of one year from the expiration date. 7.0 Accessibility, Climate, Local Resources, Infrastructure and Physiography The topography of the region has moderate relief with rolling hills and ridges incised by the Coppermine River and its tributaries in the west and the Asiak River valley in the east. This relief is approximately 450 metres. The Coppermine River flows through a flat bottomed valley in the western part of the area until it spreads out to a wide plain near the Arctic Coast. In the upland areas, there are numerous lakes whose general orientation reflects the most recent ice advance in the area during the last ice age. These uplands are generally barren of trees, with only sedges, willows and occasionally stunted spruce and bushes. Ground cover consists of moss, orange and yellow lichens, green plants referred to as arctic grasses. The ground is permanently frozen to a depth of 300 metres with only the first few metres thawing in the summer and then only in sandy well drained areas. Frost boils are abundant and provide and excellent sample medium for heavy mineral sampling. Fairly dense stands of tall spruce occur in the sheltered valley of the Coppermine River, but these die out at an elevation of approximately 350 metres. As the tundra is located close to the treeline, there is a wide variety of wildlife including grizzly and black bears, wolverines, moose, muskox, caribou, fox, wolves, rabbits, weasels, birds, and ducks. Precipitation falls mainly in the form of snow between September and late May. The average annual rainfall is 133.4 millimetres and the average annual snowfall is 165.7 centimetres. The lakes generally freeze in October and break up is in late June. Summer temperatures are cool ranging from 8˚C to 14˚C. Winters are long and cold ranging from -20˚C and -35˚C. The extreme high is 34.9˚C and the extreme low is -47.2˚C. Fog flow rolling in from Coronation Gulf can cause problems for aircraft in the late spring and fall. In the winter there can be 24 hours of darkness with only the northern lights to guide you and in the summer there are 24 hours of daylight.

Hornby Bay Basin 16

Broad Oak Associates

Access to the properties is by float or ski equipped aircraft or by helicopter from Yellowknife or Coppermine. A few lakes and parts of the Coppermine River are suitable for landing on floats or on skis in the winter. Scheduled air service is available between Yellowknife and Coppermine where there is an all-weather gravel airstrip. Hornby Bay maintains a 25-man base camp at Mouse Lake, a few kilometres north of the Coppermine claim block. Other than the seasonally operated base camp, there is no infrastructure in the immediate area of the claims. 8.0 History 8.1

The Coppermine River Region The Coppermine River region, which includes the area of the eastern lobe of the Hornby Bay Basin, has been the focal point of exploration in north western Canada for over 200 years. Native copper from the Coppermine River basalt flows was used by northern Indians and the Inuit for implements before the arrival of Europeans in Canada. In 1769, the Hudson's Bay Company dispatched one of its young clerks, Samuel Hearne, on an expedition from Churchill, Manitoba to report on the source of copper. It was not until 1771, after two aborted attempts, that Hearne reached the Coppermine area. The copper mine proved to be disappointing when after several hours of searching, only a few pieces of native copper were found. Sir John Franklin examined the Coppermine River basalt flows in 1821 while en route to the Arctic coast during his expedition of 1819-1822 and he confirmed the disappointing findings of Hearne. During the next century, there was a succession of explorations by various mining companies during the years 1929-1931, 1943-1945, 1955-1957 and 1966-1969. The Muskox Intrusion, a layered mafic-ultramafic complex which lies along the eastern margin of the Hornby Bay Basin, was discovered by the Canadian Nickel Company (INCO) in 1956 and subjected to intensive exploration for nickel-copper deposits during the summers of 1957-59, with disappointing results. In the late 1980's, the intrusion was examined again for platinum group elements associated with the sulphide and chromite horizons. Results of this work were not encouraging. Exploration for uranium in the NWT was fuelled by the discovery and commercial exploitation of pitchblende vein deposits at Port Radium on the east shore of Great Bear Lake in the 1940's. In the late 1940's and early 195O’s, some work was done to the east of Great Bear Lake but without encouraging results. In the 1970's, there was resurgence in uranium exploration and the first serious work commenced on the Hornby Bay Basin. Companies such as Acquitaine, Esso Minerals, BP Minerals, Gulf Minerals, Hudson's Bay Oil and Gas, Cominco, Uranerz, Alberta Energy Corporation, CDC Oil and Gas, Union Carbide and Inco were all active in the western part of the Hornby Bay Basin. This work resulted in the discovery in 1972 by Esso Minerals, of the Mountain Lake deposit, a small, sub-economic deposit hosted by sandstones of the Dismal Lakes Group. In the eastern part of the Hornby Bay Basin, which lies within NTS map sheet 86J, virtually all Hornby Bay Basin 17

Broad Oak Associates

the prospective ground was held by BP Minerals. During the period between 1977 and 1983 they, and companies affiliated with them through joint ventures, were the only active explorers in this area. The following is a chronological listing of exploration that has been carried out within NTS map-sheet 86J which covers the area around the eastern lobe of the Hornby Bay Basin. 1771

Samuel Hearne travelled through the map sheet area during his investigations of the copper potential of the Coppermine River basalts.

1929-31, 1943-45, 1955-57 Various companies were exploring the copper potential of the basalts in the northern part of the map sheet. 1956-59

INCO tested the Muskox Intrusion for copper, nickel deposits. Work included geological mapping, geophysical surveys and drilling.

1966-69

A period of renewed exploration occurred on the Coppermine River basalts. Several companies were active including Triana Resources, Coppermine River Ltd., and Bernack Coppermine Exploration Ltd. Work comprised prospecting, geophysics and drilling. No significant mineralization was located within the map sheet but to the northwest the 47 Zone (4.0 million tonnes of 2.96% Cu) and the June deposit (1.0 million tonnes of 2.5% Cu) were discovered. Both deposits were subeconomic.

1969-70

Trans Canada Resources conducted mapping, airborne and ground geophysics and lithogeochemistry, 10 kilometres east of the Ox Claims, on marginal zones of the Muskox Intrusion for copper-nickel-PGE deposits.

1976-81

BP Minerals explored extensively throughout parts of the map sheet for uranium. Work comprised prospecting, geologic mapping, airborne and ground geophysics, soil geochemistry, radon in soil testing, and drilling. Most of this work was conducted around and north of the Bear claims. Drilling outlined the Bog uranium prospect which is now covered by Hornby Bay Resources' Bog Claim Group.

1979-81

Hudson's Bay Oil and Gas conducted mapping and prospecting surveys for uranium in an area 15 kilometres south, southwest of Hornby Bay Resources' South Claim Group.

1982-83

Anaconda Canada Exploration Ltd. carried out mapping, radon in soil, ground geophysics and drilling in the-area east and north of the Bear Claim, in a joint venture with BP Minerals.

Hornby Bay Basin 18

Broad Oak Associates

1985-86

Platinum Exploration Canada conducted lithogeochemical surveys for copper, nickel and PGE’s along marginal zones of the Muskox Intrusion, 10 kilometres northeast of the Ox Claim Group.

1986-87

Equinox Resources Limited explored the Muskox Intrusion 15 kilometres northeast of the Ox Claims. Work included lithogeochemistry, prospecting, ground geophysics and drilling, for copper, nickel and PGE’s.

1987-88

International Platinum Corporation evaluated the marginal zones of the Muskox Intrusion, 15 kilometres northeast of the Ox Claim Group, and conducted a program of prospecting, lithogeochemistry and drilling.

In the early 1990's, Cominco carried out prospecting and mapping for copper over the Coronation sills and Rae Group sediments along the northern margin of the map sheet, 15 to 50 kilometres north of the Ox Claim Group. Noranda and Rhonda Mining Corp. were also exploring the Epworth sediments for sediment-hosted stratiform copper deposits, 25 kilometres east of the East Claim Group. Work comprised of mapping, geophysics and drilling. From 1992 to 1996, several companies staked small claim blocks throughout the map sheet. The staking was fuelled by the discovery of diamonds in the Lac de Gras area, 350 kilometres to the southeast. There are no records of work done on these claims. In the period from 1994 to 1996, BHP Minerals conducted mapping and prospecting surveys over extensions of the Muskox Intrusion south of the Coppermine River, 20 kilometres south of the South Claim Group. In 1996, Canamara Geological explored the Muskox Intrusion in cooperation with the GSC and the Industrial Partners Program. In 1996, Hornby Bay Resources carried out a comprehensive review and compilation of all available archival information on the area including GSC data, old company reports and assessment work files. This was followed by claim staking and airborne geophysics. In the late summer, 1996, field evaluations of priority geological and geophysical targets were carried out. In 1997, JNR Resources carried out exploration for uranium on their claims near Dismal Lakes and Kettle River Resources prospected for copper deposits in the Coppermine River Basalts. Rhonda Mining continued to explore their Esker Zn-Pb prospect near their Harley Cu-Ag property in Dumas and Epworth Groups. During the summer of 1998, Hornby Bay Exploration Ltd. conducted airborne GEOTEM, transient domain-magnetic survey covering the original Hornby Bay Exploration claims (Jagodits, 1998-1). Subsequently, the GEOTEM-magnetic data collected for Hornby Bay Resources and the magnetic data of the Hornby Bay Exploration survey were merged into one comprehensive data set (Jagodits, 1999).

Hornby Bay Basin 19

Broad Oak Associates

In 1998, Grasswood Geoscience Ltd. of Nanaimo, BC was retained by Hornby Bay Exploration Limited to conduct a lithogeochmical examination on parts of the Hornby Bay Basin (Earle, 1999). Ground magnetic and transient domain electromagnetic surveys were completed during 1998, over the Contact Lake and Wolf Creek Grid on behalf of Hornby Bay Exploration Limited (Jagodits, 1999). Subsequently, one hole was drilled on each of the above grids (Reading, 1998). Hornby Bay Explorations also conducted prospecting and geological reconnaissance and it is reported by Reading (Reading, 1999). 8.2

Coppermine River Claim Block Past exploration of the Coronation Gulf area has been directed towards the search for epigenetic copper deposits in the Coppermine River basalts, sediment-hosted copper deposits in the Rae and Epworth Group sediments, sulphide-hosted copper/nickel/PGE deposits in the Muskox Intrusion, sandstone-hosted uranium deposits in sediments of the Hornby Bay and Dismal Lakes Groups and unconformity-type uranium deposits at the base of the Hornby Bay Group. The Coppermine River region, which includes the area of the eastern lobe of the Hornby Bay Basin, has been a focal point for mineral exploration in north western Canada for over 200 years. Historic work includes the exploration for copper, copper-nickel deposits (INCO, 1950's, Muskox Intrusion) and platinum group elements (INCO, 1980's, Muskox Intrusion). In the late 1970's, BP Minerals held virtually all the prospective ground in the eastern part of the Hornby Bay basin. From 1977 to 1983, BP and its affiliated companies were the only active explorers in the area and their focus was uranium. Work that began in the late 1970's was terminated abruptly in the mid 1980's when the price of uranium plummeted. Hornby now controls the entire eastern area of the Hornby Bay basin and owns all of the BP Minerals field data. Although numerous small occurrences of uranium were discovered in basement rocks by this previous exploration effort, none of the occurrences had dimensions that approached economic potential. The work did demonstrate, however, that numerous roots of highgrade uranium mineralization are present in the favourable reactive basement rocks adjacent to the Proterozoic basin.

Hornby Bay Basin 20

Broad Oak Associates

Even the Mountain Lake deposit, while uneconomic at present, is of paramount importance. The discovery of this deposit confirms that during formation of the Dismal Lake portion of the Hornby Bay basin, metal-rich fluids were present in the sandstones and contained significant uranium in solution. In addition, the mineralization indicates these fluids were capable of migrating through the sandstones and that redox fronts were effective traps for stripping mineralization from the basinal fluids. In a similar fashion, fluids moving through the underlying Hornby Bay sandstones would also have the metals removed from them deposited at redox fronts near the unconformity surface at the base of the Hornby Bay sandstones. At the time of BP's involvement, the unconformity-type uranium model was insufficiently developed and considerable effort was wasted examining the mineralized "root-occurrences". The accepted model at that time was taken from the Rabbit Lake Mine, an unconformity-type uranium deposit in the Saskatchewan Athabasca basin that was exposed at surface without sandstone cover rocks. BP's work was concentrated on the edge of the Basin where airborne radiometic surveys outlined the anomalous showings. It is Hornby’s intention to trace favourable rocks and indications of mineralized systems under the sandstone cover and to examine basement conductive zones near the unconformity contact. 8.3 Asiak River Claim Block Uranerz explored for uranium on the Asiak River claims from 1978 to 1980. Regional surface surveys located a cluster of high-grade uranium showings. A total of 60 radioactive showings of narrow, fracture-filled veins were found. The best showing, in the Little Grey Lake area, measures 100 meters long and up to one meter wide. A grab sample taken in this area assayed up to 70% U308, 1.8% copper and 6 ounces silver/ton. A total of only 4 short holes (228 metres) were drilled in 1980 by Uranerz tested this area. Uranerz discontinued its program abruptly at about the same time as other explorers in the Coronation Gulf region. In 1994, Noranda staked the area of the present claims in search for copper. Little work was done, however, and the claims subsequently lapsed. Hornby now owns 100% of 222,000 acres (89,700 hectares) in the Asiak River area. Although the Little Grey Lake showings are believed to be a remnant root system, the high-grade nature of the uranium occurrence and its association with conductors suggests that a concealed Rabbit Lake-type unconformity deposit may yet be discovered in areas of heavy overburden. While it is the intention of the Company to perform follow up exploration in the Little Gray Lake area with the discovery of a Rabbit Lake-style uranium deposit in mind, the main target in the Asiak River Area will be testing the conductive zones beneath the Dismal Lakes Group sediments on the north half of the claim group.

Hornby Bay Basin 21

Broad Oak Associates

9.0

Geological Setting

9.1

Regional Geology The Bear Structural Province is a composite Proterozoic accreted assemblage, portions of which abut against the Slave Province to the east and continue for an uncertain distance under Paleozoic cover rocks to the west. The Slave Province acted as a stable platform during the formation of the Wopmay Orogen that occurred during the collisional event between the Bear and Slave plates and formed a west-dipping subduction zone compressing the Coronation geosynclinal formations of the Bear Structural Province into north-south trending, west-dipping thrusts and folds. Geological studies indicate that the Wopmay Orogen involved the opening and rapid closing of a deep-seated rift basin followed by intrusion of the Hepburn Plutonic Suite as the basin closed. The high metamorphic grades, structural complexity and the intrusion of the deep-seated ultramafic Muskox Complex indicate the presence of an elevated thermal regime, one of the major prerequisites for formation of unconformity uranium deposits. The rocks to the east of the Wopmay Fault include an area interpreted to have been a passive continental margin of early Porterozoic age that was destroyed by collisional orogeny. This area is referred to as the eastern foreland fold and thrust belt of the Coronation Geosyncline which includes the Asiak Fold and Thrust Belt. Hornby Bay Basin 22

Broad Oak Associates

This tectonic rift zone is composed of the Akaitcho Group, clastic sedimentary and bimodal volcanic rocks; the Epworth Group, a passive-margin sedimentary prism of low metamorphic grade; and the Recluse Group, the deepwater clastics of a collisional foredeep. This tectonic zone was intruded by batholiths of the Hepburn Intrusive Suite that raised metamorphic conditions from regional greenschist to local granulite-facies. The west half of the Coppermine River claims lie in the adjacent Great Bear Magmatic Zone, a continental, volcano-plutonic zone on the west margin of the Wopmay Orogen. Older rocks in this magmatic zone include remnants of the early Proterozoic metamorphosed platform-shelf sequence that have been intruded by foliated to massive granitic plutons. These supracrustal and plutonic rocks are regarded as equivalents of the Coronation Supergroup and the Hepburn Intrusive Suite respectively, which form the core of the Wopmay Orogen to the east. The eastern boundary of the Great Bear Magmatic Zone is marked by the north trending topographic linear Wopmay Fault Zone. After the Great Bear intrusive/extrusive event, the non-marine clastics of the Hornby Bay and Dismal Lakes Groups were deposited, followed by deposition of the Coppermine homoclinal sediments. The Muskox Complex, a layered mafic-ultramafic igneous body of middle Proterozoic age was intruded along the boundary of the Wopmay Orogen and the Middle Proterozoic cover rocks (the Hornby Bay sandstones, overlying Dismal Lakes dolomites/basal sandstones and the Coppermine River basalts). 9.2

Property Geology Coppermine River Claim Block The Akaitcho, Epworth and Recluse Groups underlie the east half of the Coppermine River area and are intruded by the Hepburn Intrusion. They are composed of variably metamorphosed clastic sediments and minor volcanics and dolomites, and rest on a basement of foliated granodioritic gneisses of probable Archean age. The Great Bear Batholith, composed of felsic volcanics, granites and very minor greenschist facies pelitic sediments, lies to the west of the Hepburn and Akaitcho/Epworth/Recluse Groups and extends as far as Great Bear Lake. The Hornby Bay Group unconformably overlies these Groups. The Hornby Bay sediments consist of quartz arenites with basal conglomerates and breccias. The Hornby Bay sequence attains a thickness in excess of 500 meters but in many areas it forms a relatively thin veneer less than 200 meters thick. The basal conglomerates and breccias at the unconformity are generally less than a few meters thick. The Muskox Intrusion, a layered mafic-ultramafic complex, extends along the eastern edge of the Hornby Bay sandstone. It is intrusive into the Epworth and Recluse Groups, and the upper part of the Hornby Bay Group and unconformably overlain by the Coppermine River Group.

Hornby Bay Basin 23

Broad Oak Associates

The zone between the western edge of the Muskox Intrusion and the eastern edge of the Hornby Bay Group is an area of intense structural complexity. This major zone of structural weakness provided a conduit, which was tapped by magmas of the Muskox Intrusion. Portions of the Coppermine Block and East Block claims lie in this geological setting. Almost without exception, unconformity-type uranium deposits occur along the contact zones between granitoid rocks (granitic gneisses or intrusions) and highly metamorphosed pelitic sediments adjacent to the unconformity surface at the base of sandstone cover rocks. The relationship of granitoids, high grade metapelites and uranium holds true in the Athabasca Basin of Saskatchewan, the Thelon Basin of the Northwest Territories and the Pine Creek Geosyncline of northern Australia. In the Coppermine River area, the exploration target horizons are the contact zones between the Hepburn Intrusion and the Akaitcho and Epworth metasediments where these contact zones lie in proximity to or extend beneath the Hornby Bay sandstones. Any area with evidence of bedrock alteration or uranium mineralization along these specific target horizons requires detailed evaluation. Subtle geophysical, geochemical and radioactive anomalies can indicate a weak surface expression of deeply buried deposits. Asiak River Claim Block On the Asiak River property, the Epworth and Recluse Group metasedimentary and volcanic units unconformably underlie, Dismal Lakes Group sediments that are conformably overlain by Coppermine River basalt flows. The upper Epworth Group sediments consist of a thick sequence of dolomite (Rocknest Formation) overlain by a sequence of pyritic and graphitic shales and greywackes (Recluse Formation). The majority of the radioactive occurrences found by past exploration are located in the Rocknest Formation at the contact with the overlying black pyritic and graphitic shales and argillites. The background values of these argillitic rocks are quite high, up to 60 ppm U308. The Hornby Bay basin in the Asiak River area is represented by the Dismal Lake Group, a series of sandstones and dolomites deposited on top of the Hornby Bay sandstones. Note that elsewhere, in particular to the north of Hornby’s Coppermine River Claims, the Dismal Lakes sandstones host a small, well-defined pitchblende deposit. This unit therefore is considered to have the potential to host significant uranium deposits.

Hornby Bay Basin 24

Broad Oak Associates

10.0 Deposit Types

Schematic Of Uranium Deposit Models Hornby Bay Basin 25

Broad Oak Associates

Uranium Deposits in the Hornby, Thelon and Athabasca Basins

UNCONFORMITY URANIUM MODEL These deposits occur where there are large, undeformed sedimentary basins, including mature quartz sandstones of a Paleo to Mesoproterozoic age. There is no metamorphosis, minimal deformation and magmatic activity. The basement complex is predominantly pelitic metasedimentary rocks and granitoids, with high background uranium. Hornby Bay Basin 26

Broad Oak Associates

The model requires graphitic basement structures extending upward to the sandstone unconformity. These zones are often marked by post sandstone faults along the reactivated older graphitic basement structures. The deposits are Proterozoic in age, structurally controlled, with clean continental sandstone over graphitic/carbonaceous metasediments, resulting in Uranium precipitation by reduction. They are generally high grade in the 0.5 to 20% U3O8 range. 11.0 Mineralization Mineralization styles observed to date, are predominantly basement hosted, steeply dipping fracture controlled and breccia controlled pitchblende veins and stockworks. Weak mineralization has been observed within the Hornby Bay sandstones related to clay and clay/silica alteration zones. 12.0 Exploration Work by Hornby on the Coppermine River and Asiak River areas began in 1996 and consisted of compilation of all available information from assessment work files, old company reports and Geological Survey of Canada data. The compilation was carried out at various times throughout the summer of 1996 and the review of assessment file data was completed at the Department of Indian and Northern Affairs geological archives in Yellowknife in the fall of the same year. An airborne geophysical GEOTEM survey was flown by Geoterrex of Ottawa, Ontario in the fall of 1996 over a large portion of the Coppermine River Area. In the spring of 1998 the remaining claims were flown by the same system at 200-meter line spacing. At the same time, a radiometric and a GEOTEM survey were flown across the Asiak River Area claims. Together, a total of 9,673 line kilometres of data were collected. Limited fieldwork was carried out in early September, 1996 in order to evaluate areas of prospective geology, examine some of the old mineral showings and to map bedrock geology around high priority EM targets outlined by the GEOTEM survey. These evaluations revealed that most of the past exploration for uranium was focused along the sandstone margins where the basement rocks had the best exposures and where overburden cover was thin. In 2003, Hornby completed a $2.4 million dollar exploration program. A fixed-wing airborne gravity survey was flown over the Coppermine claim block by Sander Geophysics to complement the magnetic/electromagnetic data collected in prior surveys. The gravity data has been processed and has been used in the structural interpretation and mapping of the basement geology.

Hornby Bay Basin 27

Broad Oak Associates

Three selected areas of the Asiak claim block were flown by FUGRO. A helicopterborne magnetic/electromagnetic system was used and the results will assist in defining potential magnetic kimberlite pipes as well as basement conductors associated with uranium deposition. A total of 469 till samples were collected over the three claim blocks. A QA/QC protocol was instituted for the sampling with each 20 kg sample logged and sealed prior to shipment to the Loring Laboratory in Calgary for processing. At the lab, a -80 mesh fraction was separated for ICP analysis and the remainder was processed for heavy minerals which were sent for microprobe testing. All the samples have been processed and there have been several strong diamond indicator anomalies identified immediately east of the Asiak River. The Company’s 2004 exploration program was focused on the Coppermine River area and the Asiak River area in western Nunavut, located approximately 100 kilometres south and southeast of Kugluktuk. The properties have excellent potential for unconformity-type uranium deposits and good potential for Eldorado vein type and unconformity sandstone eroded type mineralization as well as potential for diamond and base metal deposits. Prior to and in 1998 Hornby had spent nearly $3 million on the above exploration programs. In 1999 expenditures totalled about $1 million, and in 2000, 2001 expenditures were minimal. In 2003, $2.5 million was expended, resulting in a total of $6.2 million prior to the 2004 season. Expenditures in 2004 are estimated to be in the neighbourhood of $3.3 million, for a total to date for Hornby alone on these properties of $9.5 million. 13.0 DRILLING Coppermine River Area On the Coppermine River claim block, the 2004 program focused on the strong electromagnetic (EM) conductors in the Wolf Creek and Contact Lake areas. The Wolf Creek conductor was drill tested with three drill holes (HB-04-07, -08, and -09) 684 metres in total, and the Contact Lake conductor was tested with one 320 metre hole (HB04-10). A fifth drill hole, (HB-04-11, 307.2 metres) tested the C2-27 conductor in the Cleaver Lake area of the property. The five drill holes were surveyed with down-hole radiometric instrumentation but due to technical problems it was only possible to complete the down-hole TDEM probing of holes HB-04-10 and HB-04-11.

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A total of 150.1 line kilometres of TDEM and ground magnetic surveying was completed over seven grids established in areas where conductors had been previously identified by airborne geophysical surveys. Geologic mapping and prospecting and extensive lithogeochemical sampling was completed over all claims underlain by the Hornby Bay sandstone formation. As a result of this program, six new uranium occurrences were discovered in the Hornby Bay sandstone. A 1,011.6 line kilometre helicopter-borne RESOLVE EM/magnetic survey was flown over the East Block claims in the Coppermine area in 2004 to complete the airborne geophysical survey that had been initiated in 2003. DRILL HOLE DATA (Coppermine) Hole HB-04-07 HB-04-08 HB-04-09 HB-04-10 HB-04-11

North 7421503 7421355 7421954 7418012 7412170

East 544946 545145 545036 551025 560850

Dip -70 -60 -70 -70 -70

Azimuth 90 270 90 330 270

Length (m) 254.2 216.4 213.4 320.0 307.2 1311.2

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Asiak River Area In the Asiak River area, the 2004 exploration program was focused on a strong airborne (GEOTEM) conductor coincident with a uranium/potassium airborne gamma-ray spectrometer anomaly, referred to as the UA1 anomaly, just west of Little Grey Lake. This conductor was investigated with 18 line kilometres of MaxMin horizontal loop electromagnetic/magnetic ground surveys. Nearby and slightly east of the conductor, two known uranium occurrences, Little Grey Lake showings A and B, were also evaluated. Six drill holes were completed on the claim block this season. One hole (HB-04-01, 93.3 meters) was drilled on Little Grey Lake showing B and two holes (HB-04-02 and HB-0403, 84.2 and 76.2 meters respectively) were completed on Little Grey Lake showing A. Another drill hole (HB-04-04, 106.0 meters) was completed on the UA1 grid to test a strong formational conductor to the north of the Little Grey Lake uranium showings. Two drill holes were completed on diamond targets on the Asiak River claims. Holes HB-04-05 (113.1 meters) and HB-04-06 (180.8) meters tested magnetic lows identified by airborne geophysical work completed in 2003. Neither drill hole intercepted kimberlite. A 2,046.1 line kilometre helicopter-borne magnetic and RESOLVE EM survey was completed over selected portions of the Asiak River claim block completing the survey program that was initiated in 2003 and prematurely terminated due to deteriorating weather. DRILL HOLE DATA (Asiak) Hole HB-04-01 HB-04-02 HB-04-03 HB-04-04 HB-04-05 HB-04-06

North 7469822 7470427 7470427 7471484 7476534 7496143

East 615758 615437 615437 615513 611319 607972

Dip -45 -45 -60 -55 -65 -65

Azimuth 3 180 180 90 270 45

Length (m) 93.3 84.2 76.2 106.0 113.1 180.8 653.6

In summary, the 2004 Nunavut exploration program included the completion of eleven diamond drill holes for a total of 1,964.8 metres (1,311.2 meters on Coppermine; 653.6 metres on Asiak); the collection of 1023 rock samples, 228 till samples and 229 soil samples; as well as the completion of 3,057.7 line kilometres of helicopter-borne RESOLVE EM/magnetic surveying (1,011.6 line kilometres on East Block; 2,046.1 line kilometres on Asiak), 150 line kilometres of TDEM/magnetic and 18.1 line kilometres MaxMin/magnetic ground geophysical surveying and 20 TDEM soundings.

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13.1 INTERPTRETATION OF RESULTS FROM HORNBY’S 2004 URANIUM EXPLORATION PROGRAM

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Results: On the Coppermine River claim block (see the previous illustration): 1. the intersection of thick intervals of graphitic metasediment in the basement rocks below the Hornby Bay Basin; the evidence for structural disturbance at the unconformity contact; 2. the discovery of six new significant radioactive occurrences in sandstone; 3. over 140 anomalous Uranium assay results for sandstone rock samples including a cluster of 11 samples > 10 ppm in the north central area of the claim block; 4. discovery of three new zones of intense alteration in the Hornby Bay Group sedimentary rocks. On the Asiak River claim block: 1. 0.6 metre intersection of 0.72% U in graphitic argillite. Three drill holes tested the Wolf Creek Conductor in the south central portion of the claim block. All holes intersected Hornby Bay Group sandstones and siltstone, followed by a section of basal conglomerate. Depth to the unconformity in this area is approximately 130 metres below surface. Weak to well-developed regolith at the unconformity contact with the underlying basement rocks was identified. In drill hole HB-04-07, two one metre samples returned weakly anomalous results of 4ppm and 11ppm U in regolith immediately below the unconformity. Most encouraging was an extensive (>20 metre) intersection of re-worked graphitic schist in the basement rock in HB-04-07. These graphitic zones are likely the cause of the strong conductor indicated by electromagnetic geophysical survey data and are important as they are the first graphitic zones identified in basement rock below the Hornby Bay sandstones in this area. Drill hole HB-04-10 tested the Contact Lake Conductor which lies to the east of the Wolf Creek area. While assay results are not significant in this drill hole, the favourable structure revealed in the geology was encouraging. The hole intersected Hornby Bay Group sediments to 138 metres down-hole depth. Below this, a 64 metre interval of basement rock in fault contact with the overlying and underlying sandstone was intersected. Below the basement wedge, a further 82 metres of sandstone was recovered before intersecting the unconformity at 204 metres below surface. Basement rocks consist of chlorite/amphibolite gneiss and quartzite with short intervals of intense pyritization along micro-faults and up to 50% disseminated pyrite. The geologic data from this drill hole indicates that a wedge of basement rock has been faulted into the Hornby Bay sediments. A similar situation occurs in the McArthur River deposit where the P2 fault thrusts basement pelites into the overlying Athabasca Group sediments. At McArthur River, mineralization occurs in the hanging wall Athabasca Group, along the P2 fault zone and in the footwall cordierite-bearing metapelites. Therefore, disruption of the unconformity contact by post Hornby Bay Group structural activity in hole HB-04-10 is considered to be a geologically favourable sign.

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Six new significant radioactive occurrences (“hotspots”) were discovered in the Hornby Bay sandstone during the prospecting/lithogeochemical program. These hotspots will be followed up in the 2005 exploration program. As part of the lithogeochemical study, extensive rock sampling was carried out across the basin. In the eastern Athabasca Basin, ore-related alteration including a halo of >1ppm U may be present at the top of a sandstone column >500 metres thick (see Figure 2). Of the 1023 rock samples collected in the 2004 season, 144 samples of Hornby Bay sandstone returned assay values in this anomalous range (>1ppm), including 70 rock samples which returned anomalous assay results of 4ppm or more. Preliminary review of the geochemical data indicates that more than half of these 70 samples, including 11 samples of >10ppm Uranium are clustered in the north central portion of the Hornby Bay Basin, an area that was not intensely explored by companies that last worked in the area in the late 1970’s/early 1980’s and has never been drill tested. Three new zones of intense alteration in Hornby Bay sandstone have been discovered. In the southern panhandle of the Coppermine claim block a strongly anomalous zone of clay-silica alteration occurs. Six rock samples taken in the area have returned anomalous uranium results. A clay alteration zone occurs northeast of Contact Lake. One rock sample taken in the area has returned an anomalous uranium result. A clay-silica alteration zone within the basal conglomerate occurs on the west side of Wolf Creek approximately 500 metres south of the 2004 drill holes. Recent assays of samples taken from boulders, one from the East Damien boulder train in the panhandle area, with pitchblende veins in granite gneiss boulders, returned 4.22% and 35.64% U3O8. BOA Sample 5 taken from the same area returned 38.71% (46.08% U308). Samples taken from the Tabb North and Tabb South outcrops in the eastern area, with pitchblende veins in biotite gneiss assayed 4.85% and 13.11% U308. Asiak River Project Three drill holes were completed in the Little Grey Lake area where high grade grab samples had been reported by Uranerz in the early 1970’s. HB-04-02, drilled at Little Grey Lake, returned the best intersection of the program; 0.72% U (0.85% U308) over 0.6 metres in graphitic argillite, 27 metres below surface. Analysis of the helicopter-borne RESOLVE EM/magnetic MaxMin/magnetic survey and TDEM sounding data is on-going.

survey,

ground

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14.0 Sampling Method and Approach Industry standard sampling protocols have been consistently followed during the field programs conducted by Hornby Bay Exploration Limited crews during exploration of the Coppermine and Asiak River properties. The methodology of collecting, shipping and analyzing samples are detailed below. 14.1 Till Samples Till sampling has proven to be a successful method of exploring for diamond deposits in glaciated terrains. The sample results are commonly combined with geophysical methods such as magnetic and gravity surveys to target potential kimberlite pipes. The plan for widely spaced (1 till sample per 3 - 5 square kilometres) reconnaissance sampling was revised in the field to avoid areas of recent flood plain cover and other signs of disturbance of the glacial regime. The initial detailed sample areas were centered on magnetic targets and the specific till sites were selected to test the immediate up-ice and down-ice till cover for diamond indicator minerals. Follow-up detailed sampling in 2004 was conducted in areas having anomalous results from the 2003 season. Samples consisted of approximately 20 kilograms of till collected in 5 gallon plastic pails using pick and shovel. Material was taken from frost boils when feasible and the larger cobbles were rejected to improve the consistency of the samples. All sample locations were recorded by GPS referenced to the NAD 74 projection. 14.2 Surface Rock Samples Rock samples were collected from mineralized occurrences and as part of the regional lithogeochemical program. The occurrence sampling utilized the chip/channel method whereby a continuous chip sample was collected across the strike of the mineralized structure. Lithogeochemical samples consisted of approximately 15 small chips from a sample site of 1 to 3 square metres. In both cases the samples weighed approximately 2 kilograms and were collected in 17cm x 30cm plastic bags secured by bulldog ties. Sample identifiers consisted of the collecting geologist’s initials/year/sequential number. Locations were recorded as UTM coordinates referenced to the 1:50,000 NTS maps for the area. 14.3 Core Samples Peak Drilling Ltd. based in Yellowknife was contracted for diamond drilling on the property. Holes were started with NQ size and were reduced to BTW size when necessary. All core is stored on pallets at the Mouse Lake camp.

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A mechanical core splitter was used to obtain a half portion of the diamond drill core for selected sample intervals, thereby preserving the integrity of the boxed core. Lithogeochemical samples (0.5metre length) were taken at 10metre intervals throughout the sandstone intersections. Contiguous samples were taken in the zone of the sandstone/basement unconformity and spot samples were taken from basement alteration zones. The samples were collected in 17cm x 30cm plastic bags secured by bulldog ties. Five digit sample tickets were used to identify individual samples and the data was entered in the drill logs. The samples collected by Broad Oak were to verify that the Hornby approach was appropriate and that the assays obtained by Hornby were representative. The three previous drill hole samples were assayed to determine if previous sample preparation and assaying were appropriate. 15.0 Sample Preparation, Analysis, and Security 15.1 Sample Transport and Security The surface rock and core samples were grouped by type and placed in 5 gallon plastic pails (10 samples per pail). The pressure lids were placed on these pails plus those containing the tills. Three holes were drilled through the rim of each pail and the lids were fastened with numbered bulldog security tags. The security tag numbers were recorded on the custody forms that were prepared to accompany the samples during shipment, and provided a checklist for the chain of custody. A sample report form detailing the contents of the pails and assay instructions was also prepared for the laboratory. Samples were shipped on a regular basis from the Mouse Lake camp by float plane to Yellowknife where they were delivered to the offices of Braden Burry Expediters Limited. They were then transferred to transport trucks for direct shipment to Loring Laboratories in Calgary. 15.2 Sample Preparation and Analyses 15.2a Till Samples The till sample preparation by Loring Labs involved a preliminary separation of a 300 gram portion of the material for 30 Element ICP analyses (see 30 Element ICP Analysis insert). The bulk of the sample was then processed (see Sample Processing Flow Chart) for diamond indicator minerals.

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15.2b Surface Rock and Core Samples The rock and core samples were assayed for 30 elements by ICP (see 30 Element ICP Analysis insert). All samples having more than 10 ppm uranium were then reweighed and assayed using a uranium assay dissolution procedure. Pulps and rejects of the samples are stored at Loring Laboratories Limited’s facility in Calgary. Laboratory Credentials Hornby had all the analysis for Uranium conducted by: LORING LABORATORIES LTD. 629 Beaverdam Road N.E., Calgary Alberta, Canada, T2K 4W7 Tel: 274 2777, Fax: 275 0541 Loring has provided a letter detailing its ability to provide appropriate analysis to industry standards, and check assays carried out independently confirm this. Procedures: 30 ELEMENT ICP ANALAYSIS 1.) 0.5 Gram Sample is weighed into a test tube. 2.) 5ml Of 1-3-2 HN03-HCl-Water mixture is added to test tube 3.) Samples are heated at 95C for 1 hour in aluminum digestion blocks 4.) Samples are cooled and 5ml of distilled water is added to adjust volumes to 10ml 5.) Samples are mixed in vortex mixer and allowed to settle 6.) ICP is turned on and allowed to warm up for 15 minutes before standardization and analysis 7.) Samples are transferred to auto sampler tubes and placed in racks 8.) Samples, checks and standard reference samples are analyzed by ICP for 30 element package 9.) Final analysis is checked to ensure all QA/QC controls are met and report is generated for Client

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16.0 Data Verification Property Examination G. S. Carter visited the property on September 14 to 17, 2004, and visits were made to several locations on the property and samples were taken to compare the validity of the data. Samples were collected as indicated below. These samples were in the possession of G. S. Carter and transported to SGS at Don Mills, Toronto, Canada where they were assayed. A further 3 samples were obtained by David Bent as it was impossible due to weather conditions during the visit for G. S. Carter to obtain these personally. These samples were representative of the core from previous drill hole intersections for which a previous assay had been taken. The core from these holes was stored on site, and these samples were taken from the well identified core boxes and was transported back from Coppermine and delivered to G. S. Carter. Under the direction of G. S. Carter these samples were then assayed at SGS. Broad Oak samples were crushed in their entirety, and then 200 grams were milled in Cr steel. Samples BOA 1-5 were subjected to a multi element ICP, Aqua Regia, and a direct assay for Uranium. The other three Hornby samples 80151-80153 were again crushed (entire sample), 200 grams milled in Cr steel, and subjected to multi element ICMS70Aqua Regia ICP + ICPMS, and assayed for Uranium. Assay Results (Samples collected by G. S. Carter on site, on September 15, 2004, and transported by him to SGS Toronto), BOA 1 Sample was collected on September 15, 2004 at Mouse Lake Camp. Core sample from hole HB/04/02 (Asiak River Area), quarter core split from 36.9 to 38.1 metres down the hole, (boxes 9 and 10), split using a mechanical splitter by G. S. Carter, for a total of 1.2 metres. This sample graded 0.33% U, and a duplicate assay by SGS also graded 0.33%U. Hornby samples 1273 and 1274 were the other half of the core, split by a mechanical splitter, and returned a value of 0.36% U. Samples BOA 2 and BOA 3, grab samples, were collected by G. S. Carter from the Contact Lake Area. They were taken from blasted material at a solid basement rock outcrop, graded less than 0.01%, and 0.01% U. Grab sample BOA 4 was taken from an old trench, on the Tabb Zone and returned 0.02% U. Boulder sample, BOA 5, from the East Damien boulder train in the panhandle area, with pitchblende veins in granite gneiss boulders, returned 38.71% U. This confirmed Hornby’s assays of similar material. Samples were collected from 3 previous drilled holes. These were collected by Hornby personnel as the weather conditions did not permit G. S. Carter to take the samples when he visited this site. The samples were core samples obtained from the half core stored on site and suitably marked. The samples were delivered to Broad Oak’s office where arrangements were made for SGS in Toronto to assay them.

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Hornby Sample 80151, Bog Zone, BP hole 80-35 interval 63.7 to 64.3 metres SGS assay - 0.04% U, BP assay 0.08% Hornby Sample 80152, Bog Zone, BP hole 80-36 interval 41.1 to 43.3 metres SGS assay - less than 0.01% U, BP assay 0.043% Hornby Sample 80153, Tabb showing, Anaconda hole 83 SGS assay – less than 0.01% U, Anaconda assay 0.008% These independently obtained samples and results enable Broad Oak to verify that the previous work had been carried out to industry standards at the time. These assay results, along with observations of sample handling, enable Broad Oak to state that the work is NI 43-101 compliant. Laboratory Credentials Broad Oak had all the assays mentioned above carried out by: SGS 1885, Leslie Street, Don Mills, Ontario, Canada, M3B 2M3 Tel: 412 445 5755, Fax: 416 445 4152 SGS has provided a letter detailing its ability to provide appropriate analysis to industry standards. 17.0 Adjacent Properties Not applicable. 18.0 Mineral Processing and Metallurgical Testing There has been no mineral processing or metallurgical testing carried out on the Uranium samples collected to Broad Oak’s knowledge. 19.0 Mineral Resource and Mineral Reserve Estimates The data available at this time on this property is not sufficient to enable any calculation of either reserves or resources. However, the geologic setting and environment are such that it would be expected that further exploration of these properties would result in the definition of uranium resources.

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20.0 Other Relevant Data and Information Broad Oak has no knowledge of other relevant data or information. 21.0 Interpretation and Conclusions Since the start of Uranium exploration programs on these properties, particularly Coppermine, the Uranium model for Unconformity Type deposits has been refined and further understood. The fact that the Hornby Bay Basin is geologically similar to the Athabasca Basin, continues to be confirmed by successive exploration campaigns. The sandstone basin has been confirmed. The geophysics identified conductors, confirmed to be graphitic by drilling. The basement geology is now well mapped by geophysics indicating the correct structural environment in the basement geology. The presence of anomalous uranium has been confirmed by drilling, and the existence of high grade boulders indicates the existence within the basin, of high grade Uranium contained in pitchblende. Extensive lithiogeochemical sampling, along with weakly anomalous Uranium grades in regolith below the unconformity, continue to confirm that the geological setting is conducive to the formation of relatively high grade Uranium deposits. Finally the clay-silica alteration encountered also confirms the prospective nature of the Hornby Bay Basin. The setting is correct, the presence of high grade Uranium is confirmed, and continued exploration will continue to define the targets more precisely, suggesting a high probability that continuing exploration should result in the identification of Uranium resources.

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22.0 Recommendations Historical and recent work on the Coppermine and Asiak River properties has built an exceptionally strong data base to guide the future exploration program that is outlined below. A two stage approach is recommended whereby the Stage II expenditures would be contingent upon obtaining encouraging results from the Stage I program. Stage I Recommendations include the following: Continued use of ground electromagnetic and magnetic surveys to define potential graphitic conductors and kimberlite pipes Additional lithogeochemical sampling of the Hornby Bay sandstone to further define areas of clay alteration and anomalous uranium mineralization Detailed till sampling to follow up anomalous results from the 2004 reconnaissance program Continuation of the mapping and structural studies to identify favourable geological settings for uranium deposition Diamond drilling of existing targets Estimated cost of Stage I work is outlined below: Category

Duration or Amount of Work

Dollars

Geology Consulting Travel Communications Geophysics (UTEM & mag) Supplies Equipment Diamond Tills Camp Costs Fixed Wing Helicopter Diamond Drilling Fuel Assays Mineralogy/Petrology TOTAL

5 geologists x 60 days x $500/day

150,000 14,000 24,000 8,000 144,000 25,000 12,000 100,000 90,000 147,000 300,000 500,000 425,000 38,000 23,000 2,000,000

20days x $700/day

2 crews x 60 days x $1200/crewday

100 x $1000/till 20 men x 60 days x $75/manday 21 flights x $7000/flight 60 days x $5000/day 2,000 m @ $250/m 500 drums x $850/drum

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Stage 2 The Stage 2 program would be contingent on achieving encouraging results from Stage I. The program would consist predominantly of further drill testing of mineralized zones and new geophysical targets encountered during the Stage I program. It is estimated that the program would take approximately 3 months to complete. Estimated cost of Stage 2 work is outlined below:

Category

Duration or Amount of Work

Dollars

Geology Consulting Travel Communications Geophysics (down hole) Supplies Equipment Camp Costs Fixed Wing Helicopter Diamond Drilling Fuel Assays Mineralogy/Petrology TOTAL

3 geologists x 90 days x $500/day

135,000 14,000 26,000 12,000 108,000 28,000 12,000 135,000 175,000 450,000 750,000 510,000 30,000 15,000 2,400,000

20days x $700/day

1 crew x 90 days x $1200/crewday

20 men x 90 days x $75/manday 25 flights x $7000/flight 90 days x $5000/day 3,000 m @ $250/m 600 drums x $850/drum

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23.0 References The boxes indicated below are stored at the Head Office of Hornby Bay Exploration Limited, in Toronto, Ontario. ANACONDA BOX 5 Summary Report 1976-1981 Summary All Assessment Reports – Bear Valley 1973-81 incl. Geological, Geochemical, Geophysical & Overburden Drilling Program – Bear Valley, Volumes 1, 2 and 3 (work 1982) Bear Valley Project – Overburden Summary Stats & Listings ANACONDA BOX 6 Geological, Geochemical, Geophysical & Diamond Drilling, Volumes 1, 2 and 3; May – August 1983 Listings and Summary Statistics Bear Valley Project - Tabb Grid Listings and Summary Statistics Bear Valley Project - Gnaw Grid Listings and Summary Statistics Bear Valley Project – Owl Grid Statistics – Bear Valley Project – Addendum GEOPHYSICS BOX 7 Lac Rouviere Project – Geological & Geophysical Addendum (Radiometric). Harper 1974 Geology, Soil Geochemistry & Radar Survey, RAD Claims G.J. Campbell, Volumes 1 and 3 (Volume 2 is missing), February 1979 (work 1978).

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Airborne Radiometric Survey. Dismal Lakes, July 1977, Bruce, Jeff, Mike Rod Claims. A.L. Knowton (BP). Logistics Report, Airborne Radiometric, Magnetic & VLF Survey by Geoterrex, R.S. Graham 1978 (Flown in 1977). 1978 Geophysical Report, Dismal Lakes, August 1978. Bruce, Jeff, Tim, Mike, Rod Claims G.M. De Paoli (2 copies) Final Report – Geology, Geochemistry and Geophysics, Kendal River Project. S.J. Hoffman, 1978. Geophysical Interpretation Report, Contact Lake Grid. G. Mitchell. Summer 1979 Airborne Electromagnetic Survey, Coppermine River Area (Questor Surveys) January 1980 Report on 1970 Exploration Program, Geology & Geophysics (J.V. BP & Union Carbide) NTS Maps 86 K11 (N1/2), 13, 14, 15, 16. W.O. Manson. Volume 1 (missing), Volumes 2 and 3 Geophysical Interpretation Report of 1979 Data, Bear Lake Area Grids; B1 and B2 Claims, September 1982. Report on Interpretation of D.E.M.R. Aeromagnetic Sheets, Sloan River Area 86K/14, K/15, K/16, k?11, June 1980 Geophysical Interpretation Report, Tabb Lake Grid; Hornby Bay Project. G. Mitchell (BP) June 1982 Lake Track Etch Survey – Lac Rouviere & Dismal Lake. J. Fisher (Terradex) October 1978 Track Etch Survey – Lac Rouviere. 406 NWT Area, 1977 BOX 8 Geophysical Report on Dismal Lakes Area, Bruce Jeff, Mike, Tim Claims. DePaolic, August, 1978.

G.M.

Geophysical Evaluation of Bruce, Jeff, Mike, Tim Claims, Dismal Lakes, July 1974. Geophysical Evaluation Report Contact Lake Grid, G. Mitchell, Summer 1979. Geophysical Evaluation Report, Little Sticks Grid, Summer 1979.

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Assessment Report on 1980 Geochemical & Geophysical Activities, GJC Claim Gr, NTS 86 N/2, November 1980 (2 copies). Geophysical Interpretation Report, Wolf Creek Grid. G. Mitchell (work summer 1979). Proposed 1980 Ground Geophysical Program, Hornby Bay. G. Mitchell, January 1980. Geophysical Interpretation Report, Little Sticks Project Grid. G. Mitchell; (work summer 1980), October 1980. Assessment Report, Permits 554, 474, 475, 86 J/10 and J/11 (work summer 1980) February 1981. Proposal for Environmental Reconnaissance, Coppermine River Area; March 1979 (2 copies). Assorted Research by BC Research, Biologically Assisted Ferric Fe Leaching Technology for Uranium Recovery (15 copies).

BP GEOPHYSICS BOX 11 Geological, Geochemical & Geophysical Assessment Report IWI Claims. V.M. Hamann (BP), July 1997 (work 1977, 3 copies). Geological, Geochemical & Geophysical Assessment Report, G. Claims,; July 1978 (work 1976 and 1977, copies). Geological, Geochemical & Airborne Geophysical Surveys, Sun Claims; S.J. Hoffman December 1978 (work 1976, 1977 and 1978, 2 copies). Geological, Geochemical & Geophysical Assessment Report, RUM Claim 1-178. S.J. Hoffman; January 1979 (work 1976, 1977, 1978). A Comparison of Two Radar Detection Techniques, Pat Claims. J.M. Holmes (BP), January 1991. Geophysical Interpretation Report, Little Sticks Grid. G. Mitchell (BP), October 1980, (work summer 1980, 2 copies). Geophysical Interpretation, Munch Lake Grid. G. Mitchell (BP), October, 1980 (work 1979 and 1980, 5 copies, 4 with maps). Hornby Bay Basin 44

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Geophysical Interpretation Report, Rouviere Project, Pat Grids. G. Mitchell (BP) March 1981 (work 1980). BP GEOPHYSICS BOX 12 Interpretation Report, Airborne EM, Fault River & Coppermine Arean, November 1997. F.G. Kiss, Geoterrex. Air Photo Interpretation, Coppermine River & McGregor Lake. Bayrock, May 1980. Logistics on Turam Survey, Big Bend Area, Coppermine River, Kenting Earth Sciences, 1980 (2 copies). Evaluation Report, Multi sensor Airborne Survey, Copperming River Area. Boniwell, Excalibur International Consultants, 1975.

J.B.

BP – UNION CARBIDE JV BOX 14 Project Examination Trip, JV Hornby Bay, August 1978. 1977 Uranium Exploration, Geology, Uranium Showings. E.R. Craigie (BP), Volumes 1 & 1A, April 1978. Report on 1978 JV, Geochemistry, Geophysics and Drilling. S.J. Hoffman, Volume 1 & 2, 1975. Report on BP – Union Carbide JV, Geochemistry. R. Moss (BP); 1976. Preliminary Report, JV Program, Hornby Gas. Volumes 1 & 2, 1977. Assessment Report on the Hornby Bay BP-UC Joint Venture, (work 1979 and 1980)., April 1981, V 1-7, 9-13, 18-22, 25, 26, 29-31, 34, 35, 40, 41, 47, 48, 51, 53, and 59. Volume 1 (2 copies), Volume 2 (1 copy).

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BP – UNION CARBIDE JV BOX 15 Geochemical & Geological Anomaly Report, Hornby Bay Project. S.J. Hoffman, May 1971 (2 copies). Uranium Exploration Program, Hornby Bay JV, Beep Lake Camp, August 1979 (3 copies). Hornby Bay JV Report. NTS 86 J10, J/11, J/12, J/13, J/14, 86 O/13 and O/14. G.J. Campbell, 1980, (work 1979). Volume 1 (2 copies) and Volume 2 (1 copy). Review of Geology & Uranium Mineralization. NTS 88-J, K, N, O. B. E Marten (BP) 1979. Assessment Report, RC Claims 1-9. Louis Bell (UC). (work 1978 – 2 copies). Proposed 1980 Summer Geophysical Program, Hornby Bay Project. G. Mitchell, March 1980. Geological Re-Evaluation of the Bear Fault Area. G. Woods, may 1980 (3 copies). Prospecting Report, Hornby Bay Project. P. Mazacek, November 1978. BP – UNION CARBIDE JV BOX 18 Assessment Report, Permit # 393 (Geology, Geochemistry & Geophysics). V.M. Hamann (BP, 1978 (work 1978, 2 copies). Geophysical Interpretation Report, Little Sticks Grid. G. Mitchell, (BP), October 1980, (work summer 1980, 2 copies). Geophysical Interpretation NTS 86J, Wolf Creek Grid. G. Mitchell, October 1980 (work summer 1980, (4 copies) Geology & Geophysics Survey, Bob & O Claims, BYS 86 O/3 and O/4. T.J. Templeton (BP), January 1980 (1977, 1978 and 1979, 2 copies). UPb Isotope Analysis, Tabb Lake U Occurrence, Geospel Consultants, April 1980. Assessment Report, Geology, Geochemistry, Geophysics, Ray Claims, NTS 86 K/16. V.M. Hamann (BP), January 1979, (work 1976, 1977 and 1978, 2 copies).

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Assessment Report, Geology, Geochemistry, Geophysics, IS Claims, NTS 86 K/16. V.M. Hamann (BP) January 1979 (work 1976, 1977 and 1978) Assessment Report, Geology, Geochemistry, Geophysics, RUM Claims, 1-178, NTS 86 N/2, S.J. Hoffman (BP), January 1979 (work 1976, 1977 and 1978) Environmental Record, Hornby Bay, Reid, Crothern & Partners, April 1980 (2 copies) BP GEOPHYSICS BOX 20 Geophysical Interpretation Report, Magnetic, VLF-EM, 3T Grid, NTS 86 J., G. Mitchell, March 1981 (work summer 1980, 4 copies) Geophysical Interpretation Report, Magnetic, VLF-EM, Contact Lake Grid, NTS 86 J. G. Mitchell, March 1981, (work summer 1980, 4 copies) Geophysical Interpretation Report, Munch Lake Grid, Summary, Turam, Magnetic Horizontal and Vertical Loop EM Surveys. G. Mitchell, October 1980 (work 1979, 1980) Geophysical Interpretation Report, Tabb Lake Grid, Magnetic, VLF-EM, Horizontal and Vertical Loop EM Surveys. G. Mitchell, June 1982 Evaluation Report Multi sensor Airborne Survey, Kendall River Area. J.B. Boniwell, Excalibur International Consultants Ltd., June 1979 (work 1978) Preliminary Study, Hornby Bay Geophysics, G. Mitchell, January 1980 BOX 21 Geochemistry & Scintillometer Survey, SAG Claims, NTS 86 N/2, J.M. Holmes, June 1980 Geological, Prospecting, EM-16 & Scintillomter Survey, Ben Claims 86 N/4 and N/5. J.M. Holmes, April 1980 (2 copies) Geochemical Report, Tim Grid, Bruce 11, 12, 16, 17, 21-28, Jeff 1-34, Mike 9, 14, 18, 22, 25, 28, Rod 1 &2, NTS 86 N7. S.J. Hoffman (3 copies) Geochemical Report, Pat Claims, NTS 86 N/3 and N/6. S.J. Hoffman, July 1981 Lake Sediment Geochemistry, Lac Rouviere Project. S.J. Hoffman, June 1981 (work 1980, 3 copies) Orientation Study, Dismal Lake Prospect. S.J. Hoffman, April 1979 (2 copies)

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Boulder Prospecting, Tim Claims, Snake River Contracting. 1980 Geological Geochemical & Radar Surveys, SAG Claims, NTS 86 N/02. G.J. Campbell, March 1979 Lake Sediment Re-Interpretation, NTS 86 J/12. J/13 and J/14. S.J. Hoffman Report on Hornby Bay Geochemical Grids, 1979, Munch, Tabb, Bear, Contact, Wolf East, Wolf Cree, S.J. Hoffman Geochemical Orientation Studies, Hornby Bay Project (1976-1978). Vol.1 (2 copies), Vol.2 (1 copy) and Vol.3 (1 copy)

S.J. Hoffman.

Assessment Report Geochemistry, U-42 Claim, NTS 86 J/13. M.D. Bradley DRILLING BOX 23 Year-end Report 1980, Exploration, North Richardson River, Alberta NTS 74 L/6, Geology, Geophysics, Dirlling. Norcen Year-end Report 1980, South Richardson River, Alberta NTS 74 L/2 and L/3, Geology, Geophysics, Drilling. Volume 1 and 2. Geology, Geochemistry & Drilling, Pat Claims, NTS 86 N/3. G.J. Campbell 1979 (work 1978, 3 copies) Report 1979, Hornby Bay JV, UC and BP, Geology, Geophysics and Drilling, NTS 86 J/10, J/11, J/12, J/13, J/14 and 86 O/3 and O/4. G.J. Campbell, Volumes 1 and 2 Report 1980, Hornby Bay UC-BP, JV, Geology, Geophysics and Drilling, NTS 86 J/10, J/11, J/12, J/13, J/14 and 86 O/3 and O/4, December 1980, Volumes 1 and 2 Rouviere Joint Venture, Drilling, Geophysics, Boulder Smapling, Tim Claims, NTS 86 N/7, 1981 DRILLING & GEOPHYSICS BOX 24 Geology, Geochemistry & Drilling, Pat Claims, NTS 86 N/3 1979. G.J. Campbell (work 1978) Diamond Drilling Results, Dismal Lake, NTS 86N Comparison Radiometric Logs and Drill Core, Hornby Bay, 1980. G.J. Campbell, March 1981 (work 1980) Hornby Bay Basin 48

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1978 Exploration on Hornby Bay, Geology, Geochemistry, Geophysics, Drilling, NTS 86K, 86J/12, K/13, J/14 and86 O/3 and O/4, G.J. Campbell and S.J. Hoffman (3 copies) Kendall River Project, Airborne Surveys, Geochemistry, Geology, NTS 86 N/1, N/2 and N/3. S.J. Hoffman, Volumes 1, 2 and 3. Assessment Report, Geology, Geophysics, SIP, HIL, Kim and Jim Claims, NTS 86 K/5. G.A. Woods, September 1978 (work 1977 and 1978, 2 copies) Rouviere JV, Analysis and Interpretation of Imaging (Landsat), NTS 86N, G. Mitchell, September 1982 (work 1979) Geophysical Interpretation, Bluto Lake Grid, Pat 2, 3, 4 and 7 claims, NTS 86 J/12. S.J. Hoffman, January 1980 (work 1980) Geology, Geochemistry, Geophysics, ERK Claim Group, Kendal River Area, NTS 86 N/1. S.J. Hoffman, February 1979 (work 1974, 1977 and 1978) DRILLING AND GEOPHYSICS BOX 30 Original Raw Data, Questor Airborne Survey, film, tapes, etc. AIR PHOTOS BOX 32 Colour Air photos, Rouviere Project, Colour Air photos, Rouviere Project Dismal Lakes Colour Air photos, Rouveiere Project Colour Infrared Photography, NTS 86N Geology Geochemistry, Geophysics, RAD Claims, NTS 86 N/4. R.V. Longa, 1981 IP Survey Dismal Lakes, BP, 1978 Proposed 1980 Summer Work, Geophysics, Geochemistry and Prospecting, Rouviere Project May 1980 Stable Lead Isotopes, Hornby Bay, S.J. Hoffman, June 1980

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LIST OF REPORTS Budinski, D.R., 1997. Exploration Report on the Hornby Bay Project, North Mining District, Northwest Territories, Canada, NTS 86 J. Report prepared for Hornby Bay Resources Inc. Bevan, P.A., (1997), A Review of the Geology and Uranium Potential of the Hornby Bay Basin, with Reference to Hornby Exploration Ltd., Claims, District of Mackenzie, Norhtwest Territories, Latitude 67˚ 00’N, Longitude 116˚ 00’W. NTS 86 J/12, K/16, N/1, O/4 and J/10, J/11. Report prepared for Hornby Bay Exploration Ltd. Pitman, P.W., Craigie, C.E., (1997), Geological Appraisal and Exploration Potential, Hornby Bay Uranium Project, Northwest Territories, Canada. Report prepared for Hornby Bay Resources Inc. Fair, A., (1997), Logistics and Processing Report of the Airborne Magnetic & GEOTEM Electromagnetic Survey in Coppermine, NWT for Hornby Bay Resources. Report by Geoterrex. Davis, J.W., (1998), A Report on the Radiometric Survey, FM-1 to FM 42 Claims, Asiak River Area, NTS 86O/8, 9, Latitude 67˚ 80’ to 67˚ 34’ North, Longitude 114˚ 17’W to 114˚ 30’W, Northern Mining Division, Northwest Territories for work completed between February 28 and March 1998 on behalf of Hornby Bay Exploration Ltd. Craigie, E.R. (1998), Evaluation Report, Coppermine River Project, NWT, Mineral Claims DM 29 (F59109) – DM 36 (F59116), DM 40 (F59120), - DM44 (F59124), DM50 (F59130) – DM 66 (F59146), DM 67 (F42982), DM 68 (F42996) – DM 72 (F4300), LB 73 (F43126 – LB 74 (F3217, NTS Map Sheets, 86 J/10, 11, 12, 113 and 14, 66˚ 35’N 66˚ 58’N, 114˚ 57’W - 116˚ 00’W. Work period: May 2, 1996 – September 30, 1996. Prepared for Hornby Bay Resources Inc. Pitman, P.W., (1998), Fundamentals of Uranium Exploration, Hornby Bay Uranium Project, Hornby Bay Basin, NWT, Volume 1. Report prepared for Hornby Bay Exploration Ltd. Pitman, P.W., (1998), Hornby Bay Uranium Projects, Coppermine River, Asiak River, Hornby Bay Basin, NWT. Volume 2. Report prepared for Hornby Bay Exploration Ltd., 1998 Tabular Summary of Exploration Assessment Files for NTS 86 O/8 and Immediately Surrounding NTS Blocks, Asiak River Area, NWT. Prepared for Hornby Bay Exploration Ltd. by Kishar Research Inc. Ottawa. Reading, K.L., (1998), Hornby Bay Landsat Image Study, 1988. Report prepared for Hornby Bay Exploration Ltd.

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September –(1998), Logistics and Processing Report of the Airborne Magnetic and Geotem Electromagnetic Multicoil Survey for the Coppermine River Centre Block, Coppermine NWT for Hornby Bay Exploration Ltd. – Geoterrex – Dighem Fair, A., (1997), Logistics and Processing Report of the Airborne Magnetic & Geotem Electromagnetic Multicoil Survey in Coppermine, N.W.T. for Hornby Bay Resources – Geoterrex – Dighem Jagodits, F.L., (1998), Report on an Induced Polarization/resistivity Survey, Coppermine River Project, Rose Garden Grid, Coppermine River East Block, Coppermine River Area, Hornby Bay Basin, NWT. Mineral Claims: CM96 (F62066) and DM 66 (F59146). NTS 86J/10 and 86 J/11. 66˚ 45’N - 115˚ 00’W. Work Period: September 25, 1998 – March 1, 1999. Hornby Bay Exploration Ltd. Jagodits, F.L., (1998-1), Report on an Airborne Geotem Transient Domain Electromagnetic –Magnetic Survey, Coppermine River Project, Coppermine River Centre Block, Coppermine River Area, Hornby Bay Basin, NWT. Mineral Claims: CM 1 (F61971) – CM 12 (F61982, CM 14 (F61984) CM 54 (F62064), CM 57 (F62027) – CM 63 (F62033), CM 67 (F62037) – CM 69(F62039), CM 72 (F62042) – CM 79 (F62049) CM 91 (F62061) and CM 92 (F62062) NTS 86 J/13, 86 J/14, 86 K/16, 86 N/01 and 86O/04. 66˚ 35’N - 67˚ 15”N; 114˚ 45’W - 116˚ 25”W. Work Period: May 31, 1998 – December 31, 1998. Jagodits, F.L., (1999-1), Report on the Integrated Interpretation of the 1996 and 1998 Airborne Geotem Transient Domain Electromagnetic –magnetic Surveys, Coppermine River Project, Coppermine River Centre Block, Coppermine River Area, Hornby Bay Basin, NWT. Mineral Claims CM 1 (F61971) – CM 12 (F61982, CM 14 (F61984) – CM 92 (F62062), DM 29 (F59109) – DM 36 (FF59116), DM 40 (F59120) – DM 44 (F59124), DM 49 (F59129), DM 65 (F59145), DM 69 (F42997), DM 71 (F42999) and LB-73 (F43216) = LB 74 (F43217). NTS 86 J/10, 86 J/11, 86 J/12, 86 J/13, 86 J/14, 86 K/16, 86 N/01 and 86 O/04; 66˚ 35’N - 67˚ 15”N; 115˚ 25’W - 116˚ 25’W. Work Period May 31, 1998 – January 15, 1999 for Hornby Bay Exploration Ltd. Polischuck, R., (1998), Coppermine River Project, Transient Electromagnetic, HLEM, Induced Polarization and Total Field Magnetic Surveys, Contact Lake Grid, Wolf Creek Grid, Grid CE-2, Grid A and Rose Garden (Grid 5), NWT NTS 86J10, 11 13. For Hornby Bay Exploration Ltd. Patterson Mining Geophysics Ltd. Coppermine River Project: HB98-04

1998 DDH Logs HB98-01, HB98-02, HB98-03 and

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Jagodits, F.L., (1999-2), Report on an Ariborne Geotem Transient Domain Electromagnetic Surveys, Coppermine River Project, Centre Block, Wolf Creek and Contact Lake Grids, Coppermine River Area, Hornby Bay Basin, NWT. Mineral Claims: DM31 (F59111), DM 32(F59112), DM 33 (F59113) and DM 34 (F59114). NTS 86 J/13. Wolf Creek Grid: 66˚ 54’N - 116˚ 00’W. Contact Lake Grid 66˚ 53’N - 115˚ 52.5’W. Work Period September 7, 1998 – March 30, 1999. Volumes I and II. Hornby Bay Exploration Ltd. Jagodits, F.L., (1999), Report on Magnetic, Transient Domain Electromagnetic and Horizontal Loop Electromagnetic Surveys, Coppermine River Project, East Block, Coppermine River Area, Hornby Bay Basin, NWT. Mineral Claims: CM 93 (F62063), B8 (F36798) and B9 (F36799) NTS 86 J/10 66˚ 41”N - 114˚ 55’W. Work Period: September 25, 1998 – March 15, 1999. Hornby Bay Exploration Ltd. Patterson, J.M., (1999), Base Metal Potential of the East Claim Block, Coppermine River Claims NWT. Coppermine River Project, Rose Garden Grid, Coppermine River East Block, Coppermine River Area, Hornby Bay Basin, NWT. Mineral Claims: CM93-96 and DM 66-68. NTS 86 J/10, J/11, J/14 and J/15. 66˚ 45’N - 115˚ 00’W. Hornby Bay Exploration Ltd. Reading. K.L.,(1999), 1998 Prospecting and Geological Reconnaissance of Several Hornby Bay Exploration Properties in the Coppermine River, “Big Bend” Area of Nunavut NTS J/10 – J/15 Irvine, T. N. and Baragar, W. R. A. (1972); Excursion A29, Muskox Intrusion and Coppermine River Lavas, Northwest Territories, Canada. 24th International Geological Congress. Baragar, W.R.A. and Donaldson, J.A. (1973), Coppermine and Dismal Lakes Map-Areas. Geological Survey of Canada Paper 71-39. Bradley, M. D. (1983): Assessment Report Detailing the Diamond Drilling Program at the BOG Occurrence - Pat 2 Claim, BP Minerals Limited. Department of Indian and Northern Affairs, Yellowknife, Assessment File Report No.081983. Herring, B. G. (1977), Geological Report Quat Property, Cominco Ltd. Department of Indian and Northern Affairs, Yellowknife, Assessment File Report Nos. 080639 and 061594. Holmes, J. M. and Hoffman, S. J. (1979), Assessment Report, Pat Claim Group, BP Minerals Limited. Department of Indian and Northern Affairs, Yellowknife, Assessment File Report No.061926. Woods, G. A. and Hoffman, S. J. (1979), Assessment Report, East Claim Group, BP Minerals-Limited. Department of Indian and Northern Affairs, Yellowknife, Assessment File Report No.081860.

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Campbell, G. J., Hoffman, S. J., Woods, G. A. and Jensen, T. (1980), Report on the Hornby Bay Joint Venture Area, BP Minerals Limited. Department of Indian and Northern Affairs, Yellowknife, Assessment File Report No.081278. Gandhi, S. 5. (1980), Mountain Lake Deposit, Northwest Territories. Geological Survey of Canada Open File 716, Non-hydrocarbon Mineral Resource Potential of Parts of Northern Canada, p.31-32. Herald, C. E., Sawluk, M. J. and Scott, A. (1983), Geological,~Geochemical, Geophysical and Diamond Drilling Program, Bear Valley Project, Anaconda Canada Exploration. Department of Indian and Northern Affairs, Yellowknife, Assessment File Report No.081730. Hoffman, P. R. (1984), Northern Internides of the Wopmay Orogen, District of Mackenzie, NWT. Geological Survey of Canada, Map No. 1576A. Igboji, E., Goff, S. P., and Beales, P. (1997), Exploration Overview 1996, Northwest Territories, Mining, Exploration and Geological Investigations. Department of Indian and Northern Affairs, Yellowknife. Reading, K. L., (1998), Coppermine River Project: 1998 DDH Logs, HB98-01, HB98-02 HB98-03 & HB98-04. Prepared for Hornby Bay Exploration Limited, Toronto. Earle, S., (1999), Drill Core and Outcrop Lithogeochemistry of Parts of the Hornby Bay Basin, N.W.T. NTS 86 J and O. Prepared for Hornby Bay Exploration Ltd., Toronto. Bates, M., (2004), Project Report, Airborne Gravity and Magnetic Survey, Kuglutuk2003, for Hornby Bay Exploration Ltd. Flown by: Sander Geophysics Limited, 260 Hunt Club Road, Ottawa, Ontario, Canada, K1V 1C1 Barker, A.L. (2002): Executive Review, Asiak Project of Hornby Bay Exploration Ltd.; Coronation Gulf; Diamond Exploration Area Chung, L. (2001) Report: Review and Interpretation of Geophysical Surveys and Anomalies on the Hornby Bay Coppermine River Property, NU Jagodits, F.L. (2004), Report on Helicopter-Borne Resolve Electromagnetic and Magnetic Survey, Asiak River Project, Northeast and South Extensions, Asiak River Area, Nunavut. Mineral Claims A13(F65223)-A14(F65224), A15(F65779)A21(F65785), HB1(F65786)-HB9(F65794), HB24(F65809)-HB27(F65812). NTS 86 O/01, 86 O/08, 86 O/09 and 86 O/10. 67˚ 00’N-67˚35’N and 114˚ 00’W - 114˚30’W , Volume I, Work Period October 14, 2003 – June 5, 2004. Stevens, M., Smith P., (2004), Survey Report Helicopter-Borne Resolve EM and Magnetic Geophysical Survey Hornby Bay Exploration Ltd. Asiak River Project and Coppermine River Project – East Block Nunavut. NTS 86J/10, 14, 15; 86O/1,8

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Jagodits, F.L., (2004), Report on Helicopter-Borne Resolve Electromagnetic and Magnetic Survey, Coppermine River Project, Coppermine River East Block, Coppermine River Area, Hornby Bay Basin, Nunavut. Mineral Claims CM94 (F62064), CM95 (62065), CM96 (F62066), B-1 (F36791), B-2 (F36792), B-3 (F36793), B-4 (F36794, B-5 (36795) B-6 (F36796) B-7 (F36797), B-8 (F36798) and 3M4 (F658161). NTS 86 J/10, 86 J/11, J/14, and J/15. 67˚15’N - 114˚15’W. Work Period, July 5, 2004 – October 20, 2004. Jagodits, F.L., (2004), Report on Airborne Gravity and Magnetic Surveys, Coppermine River Project, Coppermine River Centre Block, Coppermine River Area, Hornby Bay Basin, Northwest Territories. Mineral Claims CM1 (F61971) – CM12 (F61982), CM14 (F61984) – CM92 (F62062), DM29 (F59109) – DM36 (F59116), DM40 (F59120)-DM44 (F59124), DM49 (F59129) – DM65 (F59145), DM69 (F42997) – DM71 (F42999), LB73 (F43216) – LB74 (F43217) and DM 72 F43000. NTS 86 J/10, 86 J/11, 86 J/12, 86 J/13, 86 J/14, 86 K/16, 86 N/01 and 86O/04. 66˚35’N - 67˚15’N, 115˚25’W - 116˚25’W. Work Period, October 14, 2003 – September 10, 2004. 24.0 LIST OF ILLUSTRATIONS Page 5-7 8 9-12 13 14 – 16 22 25 26 29 30 31

Name Location Maps Coppermine River Claim Block List of Mining Claims and Status Asiak River Claim Block List of Mining Claims and Status Geologic Setting Schematic of Uranium Deposit Models Uranium Deposits in the Hornby, Thelon and Athabasic Basins Drill Hole Data (Coppermine) Drill Hole Data (Asiak) Interpretation of Results of Hornby’s 2004 Uranium Exploration Program

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CERTIFICATE of AUTHOR

I, Geoffrey S. Carter P. Eng., do hereby certify that: 1

I am a Principal of: Broad Oak Associates 365 Bay Street, Suite 304 Toronto, Ontario, Canada M5H 2V1

2.

I graduated with an Honours Bachelor of Science (1968) degree in Mining Engineering from University of Wales, University College Cardiff, South Wales, UK in 1968

3.

I am a member of the Professional Engineering Association of Manitoba, Professional Engineers, Ontario, and a member of the Canadian Institute of Mining and Metallurgy.

4.

I have practiced my profession in excess of thirty years.

5.

I have read the definition of “qualified person” set out in National Instrument 43101 (“NI 43-101”) and certify that by reason of my education, affiliation with a professional association (as defined in NI 43-101) and past relevant work experience, I fulfill with requirements to be a “qualified person” for the purposes of NI 43-101.

6.

I am responsible for the preparation of the technical report titled Technical Report and dated December 9, 2004 (the Technical Report) related to the Hornby Bay Basin. I visited the property from September 14 to 17, 2004.

7.

I have not had prior involvement with the properties that are the subject of the Technical Report.

8.

I am not aware of any material fact or material change with respect to the subject matter of the Technical Report that is not reflected in the Technical Report, the omission to disclose which makes the Technical Report misleading.

9.

I am independent of the issuer applying all of the tests in section 1.5 of National Instrument 43-101

10.

I have read National Instrument 43-101 and Form 43-101F, and the Technical Report has been prepared in compliance with that instrument and form.

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11.

I consent to the filing of the Technical Report with any stock exchange and other regulatory authority and any publication by them for regulatory purposes, including electronic publication in the public company files on their websites accessible by the public, of the Technical Report.

Dated the 9th Day of December, 2004

________________________________ Signature of Geoffrey S. Carter, P. Eng.

Seal or Stamp Geoffrey S. Carter __________________________________ Printed name of Geoffrey S. Carter, P. Eng.

Geoffrey S. Carter Broad Oak Associates 365 Bay Street, Suite 304 Toronto, Ontario Canada, M5H 2V1 Tel: 416-594-6672 Fax: 416-594-3446 Email: [email protected]

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CONSENT OF AUTHOR To: securities commissions and exchanges where filed I, Geoffrey S. Carter, do hereby consent to the filing of the written disclosure of the Technical Report and dated December 9, 2004 (the Technical Report and any extracts from or a summary of the Technical Report in the material change report of Hornby Bay Exploration Ltd. and to the filing of the Technical Report with the securities regulatory authorities referred to above. I also certify that I have read the written disclosure being filed and I do not have any reason to believe that there are any misrepresentations in the information derived from the Technical Report or that the written disclosure in the material change report of Hornby Bay Exploration Ltd. contains any misrepresentation of the information contained in the Technical Report.

Dated the 9th Day of December, 2004

________________________________ Signature of Geoffrey S. Carter, P. Eng.

Seal or Stamp Geoffrey S. Carter __________________________________ Printed name of Geoffrey S. Carter, P. Eng

Copyright of Broad Oak Associates (A Division of 930531 Ontario Limited), Head Office: 365 Bay Street, Suite 304, Toronto, Ontario, Canada, M5H 2V1

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