On July 20, 2009, the Company entered into a property option agreement (the "Agreement") with
Eagle Hill Exploration Corporation ("Eagle Hill") pursuant to which Eagle Hill may earn up to a 100%
interest, subject to a 2% net smelter royalty.
Under the terms of the Agreement, Eagle Hill will, subject to a financing condition and regulatory
approval, be entitled to earn up to a 100% interest in the Property, in the following transactions:
1. a 10% interest upon payment of a consideration payment of CDN$600,000 and incurring
expenditures of CDN$500,000 on the Property;
2. a further 41% interest upon incurring CDN$2,000,000 in expenditures on the Property; and
3. a further 24% interest upon incurring CDN$2,500,000 in expenditures on the Property and
consideration payment of $400,000.
The Company will retain a 25% carried interest to the earlier of completion of a bankable feasibility
study (the "BFS") or a commitment to take the property into commercial production after which the
Company would be responsible for its working interest of additional expenditures. If Eagle Hill does
not complete a BFS or commit to take the project to production, then the Company will have the
option to purchase back the 75% of the Property, within the applicable period from Eagle Hill.
At the time of completed BFS or the project has commenced production, the Company will have an
option to either:
a. convert all of its interest for a 2% net smelter royalty ("NSR"); or
b. retain a 25% interest in the Windfall Lake Property and be responsible for its pro rata costs to
go into production and will receive compensation for its costs to date from production after
certain expenditures are repaid.
