Holdsworth Property, Ontario

PROPERTY DESCRIPTION:
The Holdsworth Property consist of 19 contiguous patented mining claims (the “Holdsworth Claims”) covering some 304 hectares. Sixteen of these are located in the extreme southern part of Corbiere Township and the remaining three extend into the northern part of Esquega Township, Hawk Junction, District of Algoma, Wawa Area, Sault Ste. Marie Mining Division, Ontario.

The Holdsworth Property has the potential to host Gold and Silver mineralization within three (3) distinct geological environments namely:
1. lode Gold in traditional quartz veins – “The Soocana Vein”,
2. An oxidized cap at surface developed over a massive pyrite zone (Algoma Iron Formation) – “The Black Sands”, and
3. The precursor to the Black Sands - a massive pyrite zone (Algoma Iron Formation) at depths – “The Massive Sulphide”.

PROPERTY HISTORY:
The Holdsworth Property has the basic geology to host 3 types of gold deposits namely (1) gold in quartz veins, (2) gold in a weathered oxide pyrite (black sands) zones and (3) gold in the sulphide pyrite zones. Gold and Pyrite were discovered in the Hawk Junction Area as early as 1908 when the Algoma Central Railway (A.C.R) was being built. Prior to 1931, pyrite was the more important mineral extracted in the general area for its sulphur content - the Holdsworth property had inventorized in excess of 1 millons tons of 46% iron. Between 1931 and 1933, the Soocana Mining Company Limited drilled 6 diamond drill holes on the Holdsworth Property for approximately 525 metres for gold with the following results.

Holdsworth Property - 1931 Drill Results

Hole # 1

10’ @ 0.4 oz Au/ton

                                4’ @ 0.61 oz Au/ton

 Average Grade                  16.0 g/t Au/4.3m                 

Hole # 2

                                14’ @ 0.38 oz Au/ton

                                2’ @ 0.12 oz Au/ton

 Average Grade                  11.9 g/t Au/4.9m                

Hole # 3

                                6’ @ 0.36 oz Au/ton

                                5’ @ 0.56 oz Au/ton            

Average Grade                   15.5 g/t Au/3.4m                 

                                5’ @ 0.33 oz Au/ton

                                6’ @ 0.60 oz Au/ton

                                                                                Average Grade                   16.4 g/t Au/3.4m                 

Hole # 4

                                3’ @ 0.30 oz Au/ton

                                5’ @ 0.46 oz Au/ton

                                                                                Average Grade                   13.7 g/t Au/2.4m                 

Hole # 5

                                6’ @ 0.63 oz Au/ton

                                3’ @ 0.21 oz Au/ton            

                                3.5’ @ 0.06 oz Au/ton

                                                                                Average Grade                   12.7 g/t Au/3.8m                 

                                4’ @ 0.62 oz Au/ton

10’ @ 0.01 oz Au/ton

                                                Average Grade                   6.3 g/t Au/4.3m                   

Hole # 6

                                10’@ 0.21 oz Au/ton

                                10’@ 0.12 oz Au/ton

4’ @ 0.01 oz Au/ton

                                                Average Grade                   4.8 g/t Au/7.3m                   

7’ @ 0.16               oz Au/ton

7’@ 0.71 oz Au/ton

                                10’@ 0.06 oz Au/ton

10’ @ 0.04 oz Au/ton

4’@ 0.68 oz Au/ton

                                9’@ 0.06 oz Au/ton

5’ @ 0.04 oz Au/ton

                                                Average Grade                   6.9 g/t Au/15.8m                 

The Soocana Mining Company Limited calculated a gold resource of 54,000 tons of material grading 0.556 oz/t (19.06 g/t) (NB: The above estimate of resources and assay values are historical and are non-NI 43-101compliant).

In 1983 Falconbridge Nickel Mines optioned the property and conducted a series of airborne and ground geophysical surveys, rock sampling, soil sampling, geological mapping, relogging of the old drill core and drilled 5 diamond drill hole totaling 590 metres. Two holes tested the quartz veins, one drill hole tested an airborne geophysical anomaly, while the other 2 holes tested the pyrite zones. Falconbridge’s two drill holes into the quartz vein system failed to duplicate the grades published for the 1931 drilling.

Between 1985 and 1989, Reed Lake Exploration Ltd drilled 37 diamond drill holes totaling 2399 metres, but failed to duplicate the 1931 drill results because of a geological mapping error that assumed that the vein system dips north as opposed to south. Reed Lake drilling, however, added considerable open pit potential to the property by intersecting a wide zone of secondary quartz veining and mineralization.

PREVIOUS WORK COMPLETED:
Bulk Sampling: In 1999, Hawk carried out a preliminary mill test on the oxide material (black sands) by independent consultant - Dave Welch in September, 1999 (see Appendix 2 to the Mr. Sears’ report). An average of 98.7% recovery was obtained in a 48-hour agitated-leach without crushing.

The next phase of work on this target would include a pilot scale bench test on one or more bulk samples from the black sand deposit in order to predict costs and confirm gold and silver recoveries. A series of drill holes would be completed on the massive pyrite zone to systematically test for gold mineralization as well as locate additional potential sources of auriferous black sand. If the bench testing is positive, a second phase of work involving excavating would be carried out to determine the potential size of the black sand zones and define enough material to justify the cost of development.

The following are the claims comprising the Holdsworth Property:

At the present time there are no known environmental liabilities on this property. Work programs in the past have involved stripping, trenching and road construction by excavator and diamond drilling. The sample trenches have been filled in.

TITLE RESERVATIONS
The Company’s title to the Holdsworth Claims is subject to several reservations and exceptions, being the reservations in the original grants from the Crown and those imposed by Algoma Central Corporation. Subject to such reservations, the Company is the recorded holder of a 100% interest in the Holdsworth Claims, free of encumbrance, its title thereto being the usual title to patented claims enjoyed in the Province of Ontario. There are no exploration or development expenditures required to maintain title to the Holdsworth Property. Annual rental of $1,140.16 is paid to the Government of Ontario. 1998 taxes payable to the Algoma District School Board were $70.43.

Parcels 785AWS and 786AWS - subject to Crown reservations of 5% of the acreage for roads, all trees, the right to use navigable waters and the adjoining banks, for a depth of one chain, for fishing purposes.

Parcels 1478AWS and 1876AWS - subject to the same Crown reservations as apply to Parcels 785AWS and 786 AWS as well as the right of Algoma Central Corporation to all water powers; the right of way, not exceeding 100 feet in width, for railroad track; royalties on gold, silver, copper and nickel of 2% of market value of output up to $1,000,000, 3% thereafter up to $4,000,000 and 5% thereafter; 15 cents per long ton (2,240 pounds) of raw ore on iron ore (excepting siderite, pyrites or other sulphides, 10 cents per long ton of raw ore on siderite, pyrites or other sulphides and, on other minerals, not less than 15 cents per long ton of raw ore and not more than 5% of their market value.

Black Sand Zone – The Black Sand Zone is one of the three gold prospects on the Holdsworth Property. It is a black granular oxide zone (referred to as ‘black sands’) overlying a massive pyrite zone (the “Algoma Iron Formation” – which is another of the three gold prospects). More detail on the Black Sand Zone is provided in the report of Seymour M. Sears (see “Geologist’s Report”, below).

NET PROCEEDS ROYALTY:
Pursuant to the Acquisition Agreement, Hawk agreed that after it had recovered all of the property costs from the sale of material taken from the Holdsworth Claims (the “Initial Property Costs”), Hawk would pay to NSAI 10% of net proceeds derived thereafter from materials taken from the Holdsworth Claims (the “Net Proceeds”). After Hawk, through its receipt of its share of Net Proceeds, has received an amount equal to twice the Initial Property Costs, NSAI is entitled to receive 15% of net profits from the property, defined to mean the actual amount of payment received from any independent refiner, custom smelter, mill, mint or other purchaser for ores, concentrates, precipitates, bullion and/or minerals mined and extracted from the Holdsworth Claims (the “Net Profits”). After Hawk, through its receipt of its share of Net Proceeds, has received an amount equal to three times the Initial Property Costs, NSAI shall be entitled to receive 20% of Net Proceeds. In calculating Net Proceeds, there will be deducted: (i) the property costs including the sum of $27,500 paid to O’Reilly; (ii) all costs incurred in the incorporation and organization of Hawk; (iii) all costs incurred in connection with the filing by Hawk of its first Prospectus; (iv) all net smelter returns royalties payable; (v) the costs of geophysical, geochemical, geological and related operations; (vi) exploration, drilling, development, mining and processing of ores including all costs incurred in connection with the sale thereof; assaying, metallurgical studies and report; (vii) salaries and wages of personnel directly engaged in work on the Claims together with all employee benefits and allowances normally paid; (viii) travelling and directly related expenses including food and lodgings of personnel engaged in work within the Holdsworth Claims; (ix) insurance premiums; (x) charges with respect to equipment leased in connection with the exploration, development and related operations conducted within the Holdsworth Claims; (xi) all charges made with respect to equipment purchased or the rehabilitation of equipment located on the Holdsworth Claims and services rendered in connection with the exploration, development and related operations conducted within the Holdsworth Claims; and (xii) supervision and management of all of the foregoing together with Hawk’s reasonable administrative expenses incurred up to the time all property costs have been recovered.

CURRENT WORK PROGRAM:

Hawk has completed field exploration including line cutting, geologic mapping, rock chip sampling and a ground Magnetic Survey. The Company mobilized an Orbit-Garant Drilling Inc. (Val-D’Or, Quebec) diamond drill rig onto the property to test the Soocana Vein System that was previously drilled by Soocana Mining Company in 1931, by Falconbridge in 1985 and Reed Lake Exploration in 1988. The Orbit-Garant drill rig is capable of drilling to a depth of 450m using NQ size core.

Using mapping and sampling, Hawk Uranium Inc., extended the Gold Mineralized Soocana Vein System to approximately 750 metres. Previous operators had outlined the Soocana Vein System over a strike length of approximately 300 metres, from L797+00E to L800+00E (based on Hawk’s grid). Hawk has outlined the vein from L796+50E to L804+00E. The vein varies in width from 0.5m to 2.5m.

The initial phase of diamond drill testing of the gold mineralized Soocana Vein System has been completed (see HUI NR 08-10-20) with a total of 5,498 metres being drilling in 34 holes. A total of 2,871 samples were submitted to ActLabs in Thunder Bay for gold (Au) , silver (Ag) and 36 element ICP analysis, with results to be reported as received. All but one of the 34 holes drilled intersected what is believed to be the Soocana Vein System.

Hawk also submitted a 250kg composite sample from 4 pit locations from the Black Sands Zone to SGS Labs, Lakefield, Ontario for metallurgical testing. Initial indications from a ground magnetic geophysical survey with 12.5m station spacing on 100m spaced lines has outlined two 2,200 metre zones of the Black Sands traversing the property. The zones appear to have a width of a minimum of 4m.

An excerpt from the Sears Barry and Associates Ltd Report of October 2002 (the Sears Report*) prepared for Hawk Junction Capital Corp. (the predecessor company of Hawk Uranium Inc.) and authored by Seymour Sears P.Geo. includes the following comment in the summary to that report:

“The Black Sand Zone is at least 8 metres (25 feet) deep. This oxide material contains highly elevated gold values ranging from trace to 14.2 g/t (0.42 oz/ton). Systematic sampling of the black material by Hawk Junction Capital Corp. in 1999, from a portion of one of these zones, the East Zone, has outlined an indicated resource of 11,760 tonnes having a grade of 3.45 g/t Au (0.10 oz/ton) and 29.99 g/t Ag (0.87 oz/ton). Additional material beneath the delineated zone as well as three other blocks of black sand occur within the immediate area, although these were not properly sampled and are therefore of undetermined size and grade.

Four other zones of black sand are identified in other parts of the Holdsworth property, as well as geophysical conductors that may represent sulphides zones that have not been investigated.

A preliminary mill test carried out by an independent consultant (Welch, Appendix 2) indicated an average of 98.7% recovery in a 48 hour agitated leach without crushing.”

(The Sears Report was prepared in accordance with National Instrument 43-101. The results of the Sears Report have not been verified or confirmed by Hawk. The Report is filed on SEDAR as Schedule “H” to the December 12, 2002 Hawk Junction Capital Corp. Management Information Circular. The mill test referred to in the above excerpt was carried out by Dave Welch and is dated September 9, 1999.)

A qualified person has not done sufficient work to classify the historical estimate from the above excerpt as current mineral resources or mineral reserves. Hawk is not treating the historical estimate as current mineral resources or mineral reserves as defined in sections 1.2 and 1.3 of National Instrument 43-101, and the historical estimate should not be relied upon.

Hawk is investigating the possibility of custom processing this material, and evaluating the technical feasibility of applying custom processing to the zone.

Soocana Vein System:
Assay results (See NR 08-08-13) from chip samples taken across the vein on L804+00E returned values of 1.08 g/mt Au to 16.5 g/mt Au. A chip sample taken from L798+05E returned a value of 42.5 g/mt Au (sample 20447).

Assay results from chip samples taken across the vein on L804+00E returned values of <0.2 ppm* Ag to 19.0 ppm Ag. A chip sample taken from L798+20E returned a value of 83.1 ppm (sample 20452).

Final Metallic Sieve Gold Analysis and Aqua Regia Extraction – ICP/OES Silver geochem analysis is from the Thunder Bay and Ancaster, Ontario facilities of Activation Laboratories Ltd. (Actlabs), an independent laboratory based in Canada that is an ISO/IEC 17025 with CAN-P-1579 registered laboratory.

*1ppm = 1g/t

Black Sand Zone:
Assay results from 4kg samples taken from the Black Sand Zone returned values of 0.22 g/mt Au to 5.62 g/mt Au.
Assay results from 4kg samples taken from the Black Sand Zone returned values of 7.1 ppm* Ag to 45.5 ppm Ag.

*1ppm = 1g/t

These samples were regular chip samples of material across the width of the vein at each location.

Drilling and core logging is continuing and results are pending from core samples delivered to the assay lab.