36
NO SECURITIES COMMISSION OR OTHER SIMILAR AUTHORITY IN CANADA HAS IN ANY WAY PASSED UPON THE MERITS OF THE SECURITIES OFFERED HEREUNDER, AND ANY ^'PRESENTATION TO THE CONTRARY IS AN OFFENCE. Vi \J BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned shares as followsNx 63.3023 H INCKS '2 '17 Firmly Underwritten 200,000 Under Option 100,000 Price Per Share 20(/ Net Proceeds to Corporation (l) 540,000 25.000 S65.000 m Offering Price of These Shares to the Public (l) Before deducting the expenses of this issue and incorporation and organisation expenses payable by the Company, estimated not to exceed 56,500. There is no obligation upon the Underwriter-Optionee and there is no assurance that any of the optioned shares will be purchased. PLAN OF DISTRIBUTION: The Underwriter-Optionee, acting as principal, will offer the underwritten and optioned shares over-the-counter in the Province of Ontario within the maximum price ceilings set forth above. Sales of the underwritten and optioned shares may also be made through other registered dealers acting as agents who will be paid commissions not exceeding 25'/ of the selling price of (he shares so offered. DISTRIBUTION SPREAD: The Underwriter-Optionee may be said lo reali/.e a profit before expenses in an amount equal lo the amount by which the price paid for such shares is less than the price at which said shares are sold lo the public. PURPOSE OF OFFERING: The purpose of this issue is to secure funds for the general expenses of i he Company and particularly lo provide funds for the carrying out of development work on the Company's properties referred to under "USE OF PROCEEDS" in this Prospectus. SECONDARY OFFERING: 75,000 shares referred to in this Prospectus under the caplion "OFFERING" by the Underwriter-Optionee. The proceeds from the sale of these shares will accrue to the Underwriler-Optionee and not to the treasury of the Company. The Underwriter-Optionee will not offer any part of the Secondary Offering unless and until the 100.000 treasury shares under option have been purchased by it. ' .^ There is no market for the shares of the Company. \ THESE SHARES ARE SPECULATIVE. ' "-/j Particular reference should be made to the captions "HISTORY AND UUSINESS", "OFFERING?. "PROMOTER" and "INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS". ., f UNDERWRITER-OPTIONEE: M. RASH 4 CO. LIMITED Suite ^30, 159 Bay Street, Toronto. Ontario 010

BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

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Page 1: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

NO SECURITIES COMMISSION OR OTHER SIMILAR AUTHORITY IN CANADA HAS IN ANY WAY PASSED UPON THE MERITS OF THE SECURITIES OFFERED HEREUNDER, AND ANY ^'PRESENTATION TO THE CONTRARY IS AN OFFENCE. Vi \J

BkN OKE GOLD MINES LIMITED ̂Suite 203, 350 Bay Street,!

PROSPECT

COMMON SHA(without par va

NEW ISSUE:200,000 underwritten shares and 100,000 optioned shares as followsNx

63.3023 H INCKS

'2 '17

Firmly Underwritten

200,000

Under Option

100,000

Price Per Share

20(/

Net Proceeds to Corporation (l)

540,00025.000

S65.000

m Offering Price of These

Shares to the Public

(l) Before deducting the expenses of this issue and incorporation and organisation expenses payable by the Company, estimated not to exceed 56,500.

There is no obligation upon the Underwriter-Optionee and there is no assurance that any of the optioned shares will be purchased.PLAN OF DISTRIBUTION:The Underwriter-Optionee, acting as principal, will offer the underwritten and optioned shares over-the-counter in the Province of Ontario within the maximum price ceilings set forth above. Sales of the underwritten and optioned shares may also be made through other registered dealers acting as agents who will be paid commissions not exceeding 25'/ of the selling price of (he shares so offered.DISTRIBUTION SPREAD:The Underwriter-Optionee may be said lo reali/.e a profit before expenses in an amount equal lo the amount by which the price paid for such shares is less than the price at which said shares are sold lo the public.PURPOSE OF OFFERING:The purpose of this issue is to secure funds for the general expenses of i he Company and particularly lo provide funds for the carrying out of development work on the Company's properties referred to under "USE OF PROCEEDS" in this Prospectus.SECONDARY OFFERING:75,000 shares referred to in this Prospectus under the caplion "OFFERING" by the Underwriter-Optionee. The proceeds from the sale of these shares will accrue to the Underwriler-Optionee and not to the treasury of the Company. The Underwriter-Optionee will not offer any part of the Secondary Offering unless and until the 100.000 treasury shares under option have been purchased by it. ' .^There is no market for the shares of the Company. \ THESE SHARES ARE SPECULATIVE. ' "-/jParticular reference should be made to the captions "HISTORY AND UUSINESS", "OFFERING?. "PROMOTER" and "INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS". ., f

UNDERWRITER-OPTIONEE: M. RASH 4 CO. LIMITED

Suite ^30, 159 Bay Street, Toronto. Ontario

010

Page 2: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

4aA03SEai15 63.3833 H INCKS

TABLE OF CONTENTSj-r*

•••^ PageHISTORY AND BUSINESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . lZAVITZ AND HINCKS TOWNSHIPCLAIMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . l

Description . . . . . , . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . )Location and Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . IHistory and Economic Geology . . . , . . . .\ . , , . . . . . . . . . . . . . . . . . , . . . . . . . . . . lTitle . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2Geologist's Report . . . . . . . . . , . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . 3USE OF PROCEEDS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , 5OFFERING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5

Underwritten Shares. . . . . . . . . . . . . . , . . . . . , . . . . . . . . . . . . . . . . . . . , . . , . . . . 6Optioned Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6Secondary Offering . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . 6DESCRIPTION OF CAPITAL STOCK . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7CAPITALIZATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7MANAGEMENT . . . .... . . . . . . . . .... . . . . . . . ..., . . . . . . . .... . . . . . . . . .... . 7PRINCIPAL AND SELLING SHAREHOLDER . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8PRIOR SALES OF SHARES . . . . . . . . . . . . '. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8ESCROWED SHARES . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . , . . . . . . 8PRELIMINARY EXPENSES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9DIVIDENDS . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . 9AUDITOR . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9REGISTRAR AND TRANSFER AGENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9PROMOTER . . . . . . . ........................ . . . . . . . . . . . . . . . . . . . . . . . . . 9INTEREST OF MANAGEMENT AND OTHERS

IN MATERIAL TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . 9REMUNERATION OF MANAGEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10MATERIAL CONTRACTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10PURCHASER'S STATUTORY RIGHTS

OF WITHDRAWAL AND RESCISSION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10AUDITOR'S REPORT . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . 11FINANCIAL STATEMENTS . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11SIGNATURE PAGE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . \ 2

010C

Page 3: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

HISTORY AND BUSINESS

PAN-ORI-: GOLD MINKS LIMITI-D (the "Company") was incorporuled under The Bus. Corporations Ail (Ontario) by Articles of Incorporation dated January 3, 1973 lo engage in the acquisition, exploration, development and operation of mines, mineral lands and deposits. The Head Office of the Company is located ut Suite 203. 350 Bay Street, Toronto, Ontario.

ZAVITZ AND HINCKS TOWNSHIP CLAIMS Description

Pan-Ore Gold Mines Limited (the "Company") is the beneficial owner of 24 contiguous unpatented mining claims covering an area of approximately 960 acres in Zavitz and Hincks Townships in l he Larder Lake Minim; Division of the Province of Ontario. The Zavitz Township portion of Ihe group comprises 20 claims numbered L 353158 to L 353167 inclusive, L 35316') lo L 353171 inclusive, L 354534 to L 354539 inclusive and 1.354621 and adjoining this group on the east are four claims in Hincks Township numbered L 344897, and L 353130 to L 353132 inclusive. The said mining claims were recorded on various dates between May 12, 1972 and January 4, 1973 and are in good standing for one year from their respective dates of recording.

Location and Access

The mining claims arc located about 20 miles northwest of the Town of Matachewan and can be reached there by Highway 566, which is a good gravel road, and other secondary roads connecting with it. The mining claims can also be reached from Timmins Porcupine by road, some 40 miles. The Ontario Northland Railway services Timmins Porcupine and also the Town of Kirkland Lake, 30 miles east of

'Matachewan. The Canadian National Railway line connecting Sudbury and Geraldton is 40 miles to the southwest of the property. Moray Lake lies almost entirely within the claim group and is connected by Moray Creek lo Austen Lake, a si/.eablc luke 1,000 feet east of the mining claims. The latter is part of the Nighthawk River System. Both Timmins - Porcupine and Kirkland Lake are centres for supplies and manpower.

History and Economic Geology

Portions of the mining claims have been held and optioned at different times by various concerns and the assessment work files of the Toronto Branch of the Ontario Department of Mines, Ministry of Natural Resources, contain details of work done on different port ions of Ihe mining claims by Voyager Exploration Limited ("Voyager") in 1964 and Noranda Exploration Limited ("Noranda") in 1965. Voyager has filed results of an electromagnetic survey covering the cherty rhyolite lens in the northwestern part of the mining claims and they subsequently drilled six shallow holes testing resulting anomalies. Noranda conducted magnetometer surveys over three different optioned groups, which are part of the present mining claims, and about 8 drill holes were put down on the targets provided by these surveys.

Gold

Since the discovery of gold in the Timmins - Matachewan area in the early 1900's, the district in general has seen a considerable amount of prospecting for gold. Numerous occurrences were discovered but none in the immediate area came to production. Gold is found associated with quartz veins generally related to porphyry dykes and small masses of granite and syenite. It is evidenced that there is a genetic connection between these veins and the acid intrusions. In the centre of the property is a small porphyritic stock and dyke. There are a number of pits on these intrusions and Sylvanite Gold Mines Limited in 1941 reported a grab sample running 0.28 ounces gold per ton. In 1965 Noranda reported a grab sample of the same intrusion which contained 0.75 ounces gold per ton, 3.90 ounces silver per ton and Q.45% lead. The pits seem to have been put down on isolated features within the stock. The stock merits investigation of two aspects:

l

Page 4: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

(;i) A close scrutiny of its marginal phases (including the enclosing flows) for possible minerali/ation" emplaced in rim tectonic features. This would involve the use of geophysics in order to penetrate"' ^ overburden-covered sections, and

(b) Testing of the intrusive rock itself to determine whether gold and/or copper may be present. The latter situation existed at the Young-Davidson Mine 20 miles southeast at Matachewan, wherein a small brick red syenite porphyry intrusion containing about 2 "k pyrite ran 0.11 ounces gold per ton and was mined by both underground and open pit methods. The ore also contained silver. (Between 1934 and 1945 the Young-Davidson produced 319,186 ounces of gold and 73,542 ounces of silver from 3 million tons of ore).

A geophysical program of magnetometer and electromagnetic surveys would point out structural features which might be loci of gold deposition.

Asbestos - NickelThe ultramafic body which lies in the southern part of the properly is known to have areas of serpentinization and asbestos is noted near the western boundary of the mining claims. Assessment flies indicate one drill hole cutting ultramafic material near Ihe southeast boundary of the mining claims. The log mentions serpentinite with some blobs of pyrrhotite but assays were not submitted with the logs. Northwest of the main ultramafic body, four of six drill holes put down by Voyager for the purpose of testing a mineralized cherty rhyolite lens intersected a footwall of fine grained basic rock. One hole is described as having J-10% pyrrhotite throughout the hole (250 feet) in fine grained basic rock and the second cut 184 feet of j-5% sulphides, mainly pyrrhotite, again in fine grained basic rock. Assays were not included with logs submitted. There is no indication of drill testing of the main part of the ultramafic body lying on the southwest portion of the mining claims. The orebody of Texmont Mines Limited is about 11 miles northwest of the mining claims and it is one of several orebodies in the Abitibi belt which lie within the ultramafic sills or flows. It was mined in 1971, however, production has been temporarily suspended until electric power is available. Ore reserves are estimated at 3,800,000 grading l .Wo n ickel after dilution.

The disseminated type of mineralization associated with these ultrarnafics is best located by use of IP and magnetometer surveys.

Base MetalsTwo areas of sulphide mineralization are known on the mining claims. About a quarter of a mile northwest of the syenite porphyry stock lies a copper bearing lens of rhyolite which is interstratified with andesites and tuffs. The cherty rhyolite breccia is about l ,500 feet long, 200 feet wide and selected assays on it ran 0.91 "/o copper and a little (0.03 ounces per ton) gold over 4.8 feet, and G.46% copper with 0.33 ounces per ton over 4 feet. Voyager outlined an electromagnetic conductor 1,800 feet long which it tested with half a dozen shallow drill holes. The above mentioned results of drilling both were from intersections at shallow (less than 50 feet) depths and apparently were not tested further down dip.

Drilling done by Noranda both north and south of Moray Lake indicate extensive tuff beds containing considerable sulphides (mainly pyrite, but also pyrrhotite and occasional chalcopyrite) and much graphite.

TitleTitle to the mining claims, which form one contiguous block, is presently being transferred into the name of the Company, such title being the usual title to unpatented mining claims enjoyed in the Province of Ontario. To keep unpatented mining claims in good standing in the Province of Ontario during the first year after recording 20 days' work must be performed and recorded, 40 days' work

Page 5: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

performed and recorded yearly for the ne x i throe yours and MJ days' work porl'onued and recorded in

tlie fifth yoar. Thereufior. and after surveying, claims are required to be brought to 2! year lease in '

ensuing year with annual rentals of SI per acre during the first yoar and 25i/ per acre annually theroal.

If a lease is for mining rights only, the second and subsequent years' rental is at the rate of llty per acre.

Geologist's Report

The following is a summary of a report by Margaret Louise llalladay. l .Ci.AX'., IM :.ng.. Cieologisl. dated

January 15, l l)73, whose full report is available for inspection in the public files of the Ontario

Securities Commission.

Conclusions

The mining claims have potential tor niinorali/alion along throe avenues which merit exploration:

1. CJold associated with a syenite porphyry stock in the middle of the property. (The environment is

also suitable for copper).

2. Asbestos and nickel copper mineiali/.alion associated will) an ultramafic body in the south part

of the properly.

3. Base metals and gold associated with:

(a) a hori/.on of rhyolite breccia in the northwest part of the properly

(h) minerali/ed tuff in the eastern part of the claim group.

Past exploration in the region has associated gold-bearing veins with acid porphyry intrusions. Trenching

on features within the porphyry stock yielded reported grab sample values of 0.28 ounces gold per ton

and -0.75 ounces gold per ion will) 3,')0 ounces silver per ton and 0.45'/ lead, lidges of the stock should

be examined with the help of geophysics to determine whether structural features exist around the

margins (possibly drift covered) which might be gold-beyring. This would he best accomplished using

electromagnetic and magnetometer surveys. Significant targets outlined by the surveys should be tested

by trenching and/or drilling. In conjunction with this rock sampling, the syenite porphyry stock itself

should be representatively sampled in order lo determine whether the situation here is similar to that at

the Young-Oavidson Mine 20 miles southeast. There, a small syenite porphyry stock was mined in an

open pit method, extracting O.I l ounces gold per ton from the rock itself, sweetened by higher grade

material associated with quart/ veins. Silver was also present.

Asbestos is known lo occur on the ultramafic body. The extent and type of occurrence is not known, l i

is not expected that large amounts are present at surface, because previous prospecting would likely have

outlined such a deposit. However, a better idea of the extent of the occurrence will emerge if detailed

mapping is done. Geophysics can outline only the extent of the ultramafic host and sometimes the

boundaries of its alteration.

The most extensive ultrabasic area apparently has not been drilled and no record is on file to indicate

that it has been examined by geophysics other than magnetometer. Magnetic anomalies to the east,

drilled by Noranda cut serpentinilcs with blobs of pyrrhotite. Assays of this mineralization, if it was

assayed, were not submitted with assessment work. To the northwest of the known ultramafic, old drill

hole records mention anting core lengths of 250 feet and 184 feet of "fine grained basic rock"

mineralized with pyrrhotite. H is therefore recommended that similar sulphides be sought on the main

part of the ultramafic. In this area economic sulphides in ultrabasic rocks are most likely to be of a

disseminated nature and best located by induced polarization methods.

Values in base metals and gold have been reported from examination of a brecciated rhyolite horizon

within intermediate Hows and luffs. The horizon was tested along strike by a series of shorl drill holes, a

couple of which ran 0.33 ounces gold per ton and 0.46'/? copper over 4 feet; and Q.91% copper with 0.03

ounces gold per ton over 4.8 feel.

3

Page 6: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

The holes are 100 t'eet apart and the values have not been tested down dip. Neither intersection is

per than 50 feet vertically. The merit of the /one should receive further evaluation as work

jyj ogresses,

On the east side of the property Noranda reported intersecting mineralized tuff in drilling. It would

appear that cores were sampled but values were not submitted. During the course of the Phase 11

geological survey, if old core is available it should be sampled, particularly graphitic horizons. If no core

is found, then outcropping occurrences ^must be sampled. Geophysical coverage should provide

information concerning concentrations of mineralization.

In addition to these three known areas of potential, it is likely that geophysical coverage will indicate

further drilling targets.

Recommendations

Zavitz Township has been geologically mapped by the- Ontario Department of Mines and has

undoubtedly been prospected many times. Of the various types of mineralization referred to in the

previous section, the association of large tonnage, low grade nickel mineralization with ultramafics.and

copper to porphyries, are the subjects of much recent study. They are modes which we are just coming

to appreciate in the'Superior Province. Both types of mineralization are suited for IP surveys. If the

results of the IP surveys indicate a requirement for follow-up, not only will more detailed geophysics be

required but also a more enhanced knowledge of the geology. On the other hand, if the IP results are

negative the recommendations for Phase 11 which comprises this follow-up might not be justified.

It is therefore recommended that the following work be done on the mining claims:

Phase I

Line Cutting Magnetometer Survey

EM 16 (over the syenite Porphyry)

HEM (balance of property) IP

Mobilization

Phase II

Mobilization Detail IP

42 miles (".S 100 40 miles C"' S60 8 miles detail C" 560 l O miles C" S100 (l station) 30 miles C" S120(300') 20 days C" 1 S 380

5 days ("' S325 (standby)

5 days C"' S3802 days ("'5325 i 8 miles C"1 S120HEM detail

Geological SurveyMobilization, field work, assistant, reporting, draughting

Sampling (channel) assaying, analyses, petrology

Phase HI

Diamond drilling 2,000 fjee t (" S l O/ foot (all inclusive)

Phase 111 will be contingent upon favourable results in Phases l and II.

4

S 4,200S 2,400 ,S 500 S 1,000 S 3,600 S 7,600 S l .300 S 500

521,100

S 500S 1,900S 650S 950

S 7,000 S 2,000

S13.000

520.000

Page 7: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

The aforesaid mining claims were acquired by the Company by purchase from M. Rash Ac Co. Limited. Suite l)30, 15') Bay Street, Toronto, Ontario, under an Agreement dated January 10, 1973.K consideration for the transfer to it of the mining claims, the Company allotted and issued lo the vent.. a total of 750,000 fully paid and non-assessable shares of its capital stock. Certificates representing 675,000 of such shares arc held in escrow on the terms and conditions sei out under ihe caption "ESCROWED SHARES" and the balance of ihc 75.000 vendor's shares will bc offered for sale by M. Rash. A Co. Limited by way of a secondary offering and reference is hereby made lo ihc caplion "OFFERING" for particulars concerning ihe said secondary offering.

The mining claims were acquired by M. Rash k Co. Limited from Ralph li. Allersion. 322 Film Street North, Timmins. Ontario, pursuant to an Agreement made the lOlh day of January, l')73. The purchase price for the mining claims amounted to (he"sum of S4.3')5 and 100,000 escrowed shares of the Company. So far as the Company is aware, no person or company has received or is entitled to receive a greater than S '/r i nterest in the consideration received by Mr. Allersion or M. Rash A Co. Limited for the mining claims. The only person having an interest cither directly or indirectly to the extent of not less than S '/t i n the capital of M. Rash & Co. Limited is Mark Rash, 2 Delia Court, Downsview, Ontario.Reference is also made to the caplion "ESCROWED SHARES" for particulars concerning the circumstances under which ihe escrowed shares may be surrendered by the holders thereof for the benefit of ihc Company. None of the mining claims in which the Company has an interest contains a known body of commercial ore and the proposed exploration program thereof is an exploratory search for ore.

3, USE OF PROCEEDSThe net proceeds to the Company from the sale of Ihc underwritlen shares will be 533,500 after deducting expenses of ihc issue and incorporation and organization expenses estimated not to exceed 56,500. If all of the optioned shares are taken up and paid for, the Company would receive an additional 525,000. The net proceeds will form par! of the Company's working capital and the sum of 521.100 will be used to implement Ihc initial exploration program recommended by Margaret L. Halladay, P.Eng., on the Company's Zavii/ and Hincks Tiifuftinp Mining Claims. Dependent upon the results achieved and the availability of funds, the Company may curry out the Phase II.and Phase III recommendations of Margaret L. Malladay on the said mining .claims, estimated ty cost a total of 533,000. While the Company has no plans in this regard at the pftsefy time, monies in its treasury as available may also be used lo defray the cost of programs of acquiring slaking, exploring and developing other properties, either alone or in concert will) others, and gcnerajjy lo carry out exploration programs as opportunities and finances permit, but no such properties will bc acquired and monies will not bc expended thereon without an Amendment to this Prospeclus being filed if the securities of ihe Company are then in the course of distribution lo the public. * , .

Monies not immediately required for the Company's purposes are deposited in interest bearing accounts with Canadian Chartered Banks and/or trust companies. While there are no such immediate plans, monies available in Ihe Company's treasury, subject l# 'the approval of the Shareholders of the Company, may be utilized to purchase securities of other, corporations but no such purchases will be made while Ihe securities offered hereunder are in the course of distribution to the public.

OFFERING .' 4 , -lThe Company entered into an Agreement (the "Underwriting Agreement"), dated January 16, .1973! with M. Rash A Co. Limited (the "Underwriter-Optionee 1 *),, Suite 930, 159 Bay Street, Toronto, Ontario, whereunder the Underwriter-Optionee, acting'soleJly on its own behalf with respect to the underwritten and optioned shares referred lo below, agreed lo purchase the following shares of the Company, namely: -,. ' - , , '

Page 8: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

Underwritten Shares

Number of Shares Underwritten

:oo,ooo

Price per Share

Net Amount to be received by the Company

540,000

Maximum OfferingPrice of these

Shares to the Public

The Underwriter-Optionee is obligated to take up and pay for all of the underwritten shares, if any are taken up, within three business days of the date of acceptance for filing of this Prospectus by the Ontario Securities Commission (such date of acceptance being hereinafter referred to as the "Acceptance Date") subject to the terms, conditions and provisions of the said Agreement pursuant to which the Underwriter-Optionee lias the right to refuse to complete the purchase in certain events.

Pursuant to the Underwriting Agreement, the Underwriter-Optionee was also granted an option to purchase additional shares of the Company, namely:

Optioned Shares

Number of Shares Optioned

100,000

Price per Share

Time Within WhichOption Exercisable

from Acceptance Date

3 months

Maximum OfferingPrice of these

Shares to the Public

The Company is not aware of any assignments, sub-options or sub-underwritings with respect to the aforementioned underwritten and optioned shares. The only person having a greater than y/i interest in the Underwriter-Optionee is Mark Rash, 2 Delia Court, Downsview, Ontario. In the event the Underwriter-Optionee shall default in purchasing any of the shares under option, then all unexercised options forthwith cease and determine. '

The Underwriter-Optionee, acting 'as principal, will offer the underwritten and optioned shares over-the-counter in the Province of Ontario within the maximum price ceilings set forth on the Facing Page of this Prospectus. Sales of the underwritten and optioned shares may also be made through other registered dealer;, acting as agents who will be paid commissions not exceeding 2 S'/ of the selling price of the shares so offered.

Secondary OfferingAs stated on the Facing Page of this Prospectus, 75,000 shares of the Company will be offered for sale over-the-counter in the Province of Ontniio by the Underwriter-Optionee through registered dealers, the proceeds from such sale accruing solely to the Underwriter-Optionee and not to the Company. The Underwriter-Optionee will not offer any part of the Secondary Offering unless and until the 100,000 treasury shares under option have been purchased by it. ,^iWith respect to the shares offered by this Prospectus, the Underwriter-Optionee may be said to realize a profit before expenses in an amount equal lo the amount by which the price paid for such shares is less than the price at which said shares are sold to the public.

The Underwriter-Optionee may also make purchases and sales of shares of the Company over-the-counter during the course of the distribution of the shares offered by this Prospectus.

Page 9: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

DESCRIPTION OF CAPITAL STOCKThe capital stock is the Company's only class of stock. All shares issued by the Company rank equal!;* lo dividends and there are no indentures or agreements limiting the payment of dividends. All slit', issued by the Company rank equally as to voting power, ,one vote for each share. There are no conversion rights and (here are no special liquidation fights, pre-emptive rights or subscription rights. The presently outstanding capital stock is not subject lo any call or assessment and the shares offered hereby when issued and sold as described by this Prospectus will not bc subject lo any call or assessment.

Designation , of Security

Common shares without par value

CAPITALIZATION,

Amount Amount outstandingAuthorized as at January 26.19733,000;000 750,005 -(S l.500,000) (S25.005)

Amount outstanding,if all Securities (l)

being Issued are Sold V 950,005

(565,005)

(1) This figure assumes that the 200.000 shares underwritten and referred to.under the captjon "OFFERING" are all taken up and paid for. If ^aid sharesand all of the 100,0,00 shanjs optioned are purchased, the number of shares lo be outstanding will bc 1,050,005 and the consideration paid therefor will be S00,005.

MANAGEMENTThe names and home addresses of the Directors and Officers of .the Company and the positions presently held by them in the Company are as follows: , .,. ; (

NameIrwin Arthur Wallace

Terry Sokoloff

Arthur John Fortens

Wilfred Walker, P.Eng.

Caleb Basil Jarvis

Address ' v2500 bathurst Street Toronto, Ontario -

749 Steeles Ave. West, Unit 25 Willowdale,OntarJ9 i .O i. ,,

75 Thorncliffe Park Drive Toronto, Ontario

229 Bayview Fairways Drive Thornhill, Ontario

25 St. Mary St ree l Toronto, Ontario ,,

PositionPresident and Director

Secretary-Treasurer and Director, ,rt

" 'V -' .' '' 'J ' '.. ". t"

Director

Director

Director

The principal occupations of (he Directors and Officers during the past five years is as follows:Mr. Wallace is a self-employed Notary Public and Insurance and Real Estate Broker. He also acts as an , officer and/or director of several mining companies, including Nautilus Explorations limited, Shilo ij Mines Limited and Minaki Gold Mines Limited. OMM,, .- f ' . . ' - -.. . , ^ ' ! ] \Mr. Sokoloff is an Accountant and since 1971 has been employed by, and is a director and b/ficer of, Shiesinger Corporate Services Limited. Prior thereto he was employed by Laventhol Krekstein Horwath A Horwath, Chartered Accountants, Toronto. He is also an officer and/or director of several mining companies including Satin River Mining Company Limited, Shilo Mines Limited and Pac Explorations Limited.

7

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Mi. l oiieiis is an Accountant and is presently employed by Sprucedale Moldings Limited. From August X-i'970 lo May 31. 1971 lie was employed as an accountan! by lijflh Floor Serviees and prior thereto he \ r* e mployed by l.ouada Moldings L.iniited. Louis Cadesky Associates (Northern) Limited and related companies. Ile is presently an officer and/or director of several mining companies, including North American Rare Metals Limited. Mistango Rivt-i Mines Limited und New Territorial Uranium Mines Limited.

Mr. Walker is a self-employed Consulting Geologist. Ile is presently a director of several mining companies, including Pa c Explorations Limited and Minaki Gold Mines Limited.

Mr, Jarvis is a Numismatic Consultant and syndicated Journalist. Me is also a director of several mining companies, including Satin River Mining'Company Limited, Norlac Explorations Limited and Rush Lake Explorations Limited.

PRINCIPAL AND SELLING SHAREHOLDER

Set forth below are particulars of the present principal holder of shares of the Company and being common shares without par value:

Type of Number of Percentage of Name and Address Ownership Shares Class (1)

M. Rash A Co. Limited Of record 650,000 68.4^'Suite 930. 15') Bay Street andToronto, Ontario beneficially

As disclosed in this Prospectus, 75,000 shares may bc offered hcreunder by way of a Secondary Offering. If the 75,000 shares are offered, they will be offered as follows:

Number of Shares Percent to beNumber of Shares to be Owned after Owned after

Name and Address to be Sold -. this Financing this Financing (l)

M. Rash A Co. Limited 75,000 575,000 60.5^ Suite 930, 159 Bay Street Toronto, Ontario

(l) Calculated on the basis of there being 950,005 shares issued and outstanding following the sale of the underwritten shares.

As at the date of this Prospectus, the Directors und Senior Officers of the Company as a group beneficially owned, directly or indirectly, less than l'/?, of the issued and outstanding shares''6f'the Company. '••••'^

PRIOR SALES OF SHARES

Since its incorporation, 5 shares of the Company have been sold at a price of S l per share.'l 1 "' ' i!.

ESCROWED SHARES

Certificates representing 675,000 shares of the Company are held in escrow by Guaranty Trust Company of Canada, Toronto, Ontario (the "Trustee"). The terms of escrow provide that the shares and the beneficial ownership of or any interest in them and the certificates representing them (including any replacement; share or certificates) shall not be sold, assigned, hypothecated, alienated, released from escrow, transferred within escrow or olhciwise in any manner dealt with, without express consent, order or direction in writing of the Ontario Securities Commission. The prior consent of the Company is also required to the release of any such certificates from escrow.

Page 11: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

The escrowed shares are subject to surrender for the benefit of the Company if the mining claims

referred to under the caption "ZAVITZ AND HINCKS TOWNSHIP CLAIMS" for which they '

issued are abandoned upon the recommendation of an independent engineer or geologist.

Capital Stock

Common Shares without par value

Number of Shares held in Escrow

675.000

Percentage of Class (l)

1\.\7,

l) Calculated on the basis of there being ()50,005 shares issued arid outstanding following the sale of

(lip linri^ru/ril tpn ch'imc . *"~the underwritten shares.

PRELIMINARY EXPENSES

The preliminary administrative expenses, including the incorporation and organization of the Company,

are estimated at S2.000. Administrative expenses of the Company during the current year are estimated

at the sum of S5.500. The sum of S21.100 will he expended pursuant to the Phase l recommendations

of Margaret L. Halladay. P.Lng., for exploration and development of the Company's Zavitz and Hincks

Township Mining Claims.

DIVIDENDS

No dividends have been paid to date by the Company. l |vv

AUDITOR

The Auditor of the Company is T.H. Bernholtz, Chartered Accountant, Suite 804, 330 Bay Street,

Toronto, Ontario.

REGISTRAR AND TRANSFER AGENT

Guaranty Trust Company of Canada, 88 University Avenue, Toronto, Ontario, acts as the Company's

Registrar and Transfer Agent.

PROMOTER

M. Rash Si Co. Limited, Suite ()30, IS 1) Bay Street, Toronto, Ontario, referred to throughout this

Prospectus, may be regarded as the Promoter of the Company.

INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS

Reference is made to the caption "HISTORY AND BUSINESS" for particulars of the Agreement under

which the Company has acquired 24 unpatented mining claims situate in Zavitz and Hincks Townships,

Larder Lake Mining Division, from M. Rash A Co. Limited ("Rash"), the Company's promoter. Rash, in

consideration of the transfer to the Company of the said unpatented mining claims, received by

allotment 750,000 shares without par value in the capital of the Company of which 1 00,000 escrowed

shares were paid to Ralph E. Allerston. Mr. Allerston also received payment of the sum of 54,395 from

Rash. Reference is made to the caption "OFFERING" for particulars of the interest of Rash in the

underwritten and optioned shares of the Company and for particulars concerning the offering by Rash

of 75,000 of the said vendor's shares. . ,

Page 12: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

REMUNERATION OF MANAGEMENT

yM

V, date no direct remuneiation has been paid to the Directors and Senior Officers of the Company who

are entitled to receive S50 tor each meeting attended by them.

Wilt'red Walker, P,ling.. Consulting Geologist, a Director, will be paid for proiessional services rendered

at the usual rates for such services.

A monthly lee of up lo S300 will bc paid to Shlesinger Corporate Services Limited, Suite 203, 350 Bay

Street, Toronto, Ontario, for head office accommodation, accounting, administration and secretarial

services for the Company. Terry Sokoloff, a Director*, and the Secretary-Treasurer of the Company, is an

employee and a director and oft'icer of Shlesinger Corporate Services Limited.

MATERIAL CONTRACTS

The Company has entered into the following material contracts since its incorporation, namely:

1. Agreement dated January 10, 1973 between the Company and M. Rash Si Co, Limited,pursuant

to which the Company acquired its interest in 24 unpatcnted mining claims situate in Zavitz and

Hincks Townships, Larder Lake Mining Division, Ontario, as referred lo under "HISTORY AND

BUSINESS" on page 1.

2. Underwriting Agreement dated January 16, 1973 between the Company and M. Rash A Co.

Limited, referred to under "OFFERING" on page 6.

In addition to the foregoing, the following material contract has been entered into:

1. Agreement dated January 10, 1973 between M. Rash Si Co. Limited and Ralph E. Allerston. as

referred to under "HISTORY AND BUSINESS" on page 1.

Copies of the foregoing instruments may be inspected during ordinary business hours at the Head Office

of the Company during the distribution of the securities offered by this Prospectus.

PURCHASER'S STATUTORY RIGHTS OF WITHDRAWAL AND RESCISSION

The Securities Act (Ontario) provides, in effect, that where a security is offered to the public in the

course of distribution to the public:

(a) a purchaser will not be bound by a contract for the purchase of such security if written or

telegraphic notice of his intention not to be bound is received by the vendor or his agent not later

than midnight on the second business day after the prospectus or amended prospectus offering

such security is received or is deemed to be received by him or his agent, and

(b) a purchaser has the right to rescind a contract for the purchase of such security, while still the

owner thereof, if the prospectus and any amended prospectus offering such security contains an

untrue statement of a material fact or omits to state a material fact necessary in order to make any

statement therein not misleading in the light of the circumstances in which it was made, but no

action to enforce this right can be commenced by a purchaser after the expiration of 90 days from

the later of the date of such contract or the date on which such prospectus or amended prospectus

is received or is deemed to be received by him or his agent.

Reference is made to Section 64 and 65 of The Securities Act (Ontario) for the complete text of the

provisions under which the above-mentioned rights are conferred.

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PAN-ORE COLD MINES LIMITEDBALANCE SHEET

AS AT JANUARY 26,1973

ASSETSCash on hand S 5,00Mining claims'and properties (Note l ( ' 25.000.00Organization expenses and costs of issue, estimated 6.500.00

!t S31.505.00

LIABILITIES AND CAPITALAccounts payable, estimated S 6,500,00 Capital stock: (Note 2)

Authorized: ,3,000,000 common shares, without par value ''

not lo exceed S 1.500,000.00

Allotted to be issued: For cash:

5 shares S 5.00 For properties:

750,000 shares 25.000.00 25.005.00*31.SOS .00

The accompanying notes are an integral part of this balance sheet.

Approved on behalf of the Board of Directors: ,

________"Irwin A. Wallace"———^——- Director

________"Terry Sokotoff"———————— Director

AUDITOR'S REPORTTo The DirectorsPan-Ore Gold Mines LimitedToronto, Ontario

l have examined the balance sheet of Pan-Ore Gold Mines Limited as at January 26, 1973 and in connection therewith reviewed such supporting evidence as I considered necessary in the circumstances.

In my opinion, the accompanying balance sheet presents fairly the financial position of the Corporation as at January 26, 1973 in accordance with generally accepted accounting principles.

Toronto, Ontario T.H. Bernholtz, January 26, 1973 Chartered Accountant.

li

Page 14: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

PAN-ORE GOLD MINES LIMITEDNOTES TO BALANCE SHEET

AS AT JANUARY 26, 1973

Note l.

Note 2 .

Note 3.

The mining claims consist of twenty-four unpatented claims in Zavitz and Hincks Townships, Province of Ontario and are valued by the Board of Directors at the consideration attributed to 750,000 shares of the Corporation's capital slock, issued therefore.

By agreement dated January 16, I CJ73 an underwriter has firmly agreed to purchase 200,000 shares of Ihe Corporation's capital stock al 20^ per share. The underwriter is obligated to take up and pay for all of the underwritten shares, if any are taken up, within 3 business days of tin date of acceptance for filing of its prospectus with the Ontario Securities Commission (hereinafter referred to as the "acceptance date").In consideration of the firm purchase, the Corporation has granted the Underwriter an option to purchase all or any pail of an additional 100,000 shares of the Corporation's capital stock at 25^ pt. i share payable within three months following Ihe acceptance date of the agreement.

A statement of source and application of funds from inception (January 3. 197.: 26, 1973 is not included as the Corporation has not yet commenced operations.l "-73) to January

There are no other material facts.The foregoing constitutes full, true and plain disclosure of all material facts relating lo the securities offered by this Prospectus as required b) 1 Part VII of The Securilies Acl (Ontario) and Ihe Regulations thereunder.DATF.D this 26th day of January. IT/3.

IRWIN ARTHUR WAI.I ACT:Chief Executive Officer II RRYSOKOl.OI l

Chiel'Financial OfficerARTHUR JOHN FORTFNS

Director Will RFDWAl.KFRDirector

PROMO IT:RM. RASH Ac CO. LIMITI.D

Per: Mark Rash -1' ,-

UNDERWRITER-OPTIONEETo the best of our knowledge, information and belief, the fine-going n'lisiiuiies full, true und plain disclosure of all material facts relating lo the securities offered by Mm Prospectus as required by Parl VII of The .Securities Act (Ontario) •md the Regulations thereunder.DATFD (his 2oth day of January. I U 73.

M. RASH A CO. LIMITED Per: MARK RASH

J

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42A03SE01 15 63.3023 HINCKS O2O

S

REPORT ON THE PROPERTY OF

PAN - ORE GOLD MINES LIMITED

ZAVITZ AND HINCKS TOWNSHIPS

DISTRICTS OF

TIMISKAMING AND SUDBURY, ONTARIO

BY

BARRINGER RESEARCH LIMITED

304 CARLINGVIEW DRIVE

METROPOLITAN TORONTO

REXDALE, ONTARIO

JANUARY 1973

Page 16: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

42A03SE81I5 63.3023 H INCKS

LIST OF CC

1.2.

3. 4r.

5.

6.

7.

6.

9.

10.

11.

Summary

The Property

Location and Access

Previous Work

General Geology

Geology of the Property

Economic Geology

7.1 Gold

7.2 Asbestos-Nickel

7.3 Base Metals

Conclusions

Recommendations

Certificate

References

PAGE

l

4

5

6

7

8

9

9

10

11

12

14

16

17

OF DRAWINGS

DRAWING NO.

8-400-1

8-400-2

TITLE

Locality Plan (follows page 5)

Geology (follows page 8)

SCALE

1320'

Page 17: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

1. SUMMARY

Pan - Ore Gold Mines Limited holds 24 contiguous unpatented claims in

Zavitz and Hincks Townships, Sudbury and Timiskaming Mining Divisions,

Ontario.

Geological environment of the area is that of an archean engeosynclinal

belt.

The diverse rock types of the property have demonstrable potential for

containing mineralization in three different environments:

1. Gold associated with porphyry. A small syenite porphyry" J' i

stock carries gold and silver and is of similar

environment, rock type and metallic element content to

the syenite porphyry at the Young - Davidson Mine 20

miles to the east which was mined for gold by open pit

and underground methods.

2. Asbestos and nickel - copper mineralization associated

with ultramafic rock. An ultramafic body is known to

carry asbestos on the south part of the claim group.*

Similar rocks found on the property to the east and

west of the ultrabasic body are known to contain

pyrrhotite mineralization. The main part of the

ultramafic apparently has not been tested by drilling.

The Texmont orebody, 11 miles northwest of the Pan -

Ore property, is in similar rocks (probably an

ultramafic sill or flow) and contains large tonnages

of essentially low grade mineralization.

3. Base metals and gold associated with rhyolite and tuff,

horizons. A rhyolite breccia horizon was tested by

previous exploration and found to carry interesting

values in copper and gold in shallow intersections.

Mineralization is also known to occur in tuffs

further east although assay values were not available.

- l -

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It is recommended that reconnaissance geophysics be used in the initial stage of the Pan - Ore property, to be followed, if warranted, by one or more of: detailed geophysics? geological studies; diamond drilling.

It is estimated that an initial expenditure of $21,100 should be made for the geophysics of Phase I, followed, if warrented, by a further $13,000 in geophysical detail and geological studies. It is reasonable to anticipate a further requirementrr

of 520,000 for follow-up diamond drilling if warranted. The following is a

breakdown of these anticipated expenses.

Phase I

Line cutting 42 miles @ $100.00 $ 4200.00 Magnetometer Survey 40 miles @ 560.00 5 2400.00

i 6 miles detail @ 560.00 5 500.00EM 16 (over the syenite 10 miles @ $100.00 5 1000.00

porphyry) (l station)

HEM {balance of property) 30 miles @ 5120.00 (300') S 3600.00 (detail 100 ft. cable in phase li)

IP 20 days @ 5380.00 5 7600.005 days @ 5325.00 (standby)5 1300.00

*

(400' spacing over ultramafic area, otherwise 600' spacing)

Mobilization 5 500.00

. . . 5 21,100.00

Phase II

Mobilization $ 500.00Detail IP 5 days @ 5380.00 ? 1900.00

2 days @ 5325.00 5 650.00

HEM detail 8 miles @ 5120.00 5 950.00

Geological SurveyMobilization, field work, assistant, reporting, draughting ? ^^

Sampling (channel) assaying, analyses,petrology 5 2000.00

5 13,000.00 - 2 -

Page 19: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

ase III

Diamond drilling 2QOO ft. @ $10/ft. (all inclusive) $ 20,000.00

- 3 -

Page 20: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

2. THE PROPERTY

The Pan - Ore property consists of 24 contiguous unpatented claims in Zavitz and

Hincks Townships, in the Sudbury and Timiskaming Mining divisions of Ontario.i

"- C

The Zavitz Township portion of the group comprises 20 claims numbered;r r

L. 353158 - 353167 incl.

L. 353169 - 353171 incl.

L. 354534 - 354539 incl.

L. 354621

Adjoining this group on the east are 4 claims in the Hincks Township, numbered:

L. 344897

L. 353130 - 353132 incl.

- 4 -

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23

00

Porquis Jcl ,

Matheson

Twp of Twp of Hincks

*

...-L JP.Location^

X

i \

Motochewon

Elk Lake

Scale : l" - ~ 20 miles

0o00

49 0

Kirklond

-480

M.r.-!,. . ,. , ;; j ^j l—— y^

K. ~ ff(?r* undertaken by "BARRINGER RESEARCH LTD, Toronto, Canada.

PAN-ORE GOLD MINES LIMITED

ZAVITZ /HINCKS TWPS, LARDER LAKE MD. ONT

LOCALITY PLAN

JAN. 1973 DWG. 8-400-

Page 22: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

3. LOCATION AMD ACCESS

The property is about 20 miles northwest of the Town of Matachewan and can be

reached from there by highway 566 which is a good gravel road, and other secondary

roads connecting with it. The property can also be reached from Timmins - Porcupine

by road, some 40 miles. tDWG.8-400-1)

The' Ontario Northland Railway services Timmins - Porcupine and also the Town of

Kirkland Lake, 30 miles east of Matachewan. The Canadian National Railway line

connecting Sudbury and Geraldton is 40 miles to the southwest of the property.

Moray Lake lies almost entirely within the claim group and is connected by Moray

Creek to Austen Lake, a sizeable lake 1000 feet east of Pan - Ore. The latter is

part of the Nighthawk River System.

Both Timmins - Porcupine and Kirkland Lake are centres for supplies and manpower.

- 5 -

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4. PREVIOUS WORK

Portions of the property have been held and optioned at different times by various

concerns. Assessment work files of the Toronto Branch of the Ontario Department of

Mines, Ministry of Natural Resources, contain details of work done on different

portions of the present Pan - Ore property by Voyager Exploration (1964) and

Noranda Exploration (1965). O.D.M. Map P 455 refers to results of trenching done by

Sylvanite Gold Mines Limited.

,s

Voyager has filed results of an electromagnetic survey covering the cherty rhyolite

lens in the northwestern part of the present Pan - Ore property. They subsequently

drilled six shallow holes testing resulting anomalies. Salient features of this

drilling are reported below.

Noranda Exploration in 1965 conducted magnetometer surveys over three different

optioned groups which are part of the present Pan - Ore property. Targets provided

by these surveys were subsequently drilled. Noranda put down about 8 drill holes,

not all of which are pertinent to the present property. Salient results are

discussed in the section on Economic Geology below.

. 6 .

Page 24: BkN OKE GOLD MINES LIMITED · BkN OKE GOLD MINES LIMITED ^ Suite 203, 350 Bay Street,! PROSPECT COMMON SHA (without par va NEW ISSUE: 200,000 underwritten shares and 100,000 optioned

5. GENERAL GEOLOGY

Early Precambrian flows, interflow sediments, and intrusives underlie the area.

Pyke (1972) describes two cycles of volcanism in the area. Each begins with

ultramafic metavolcanics and develops through mafic to felsic metavolcanics and

pyroclastics. Major folding is complex and the two sequences have not been

rt

everywhere distinguished from each other. The ultramafic base of the top sequence

is seen trending north-south along the Bartlett-Geikie township boundary (11 miles

northwest of the Pan - Ore property) where it contains the Texmont Mines nickel

deposit. The base of the first cycle is further west in Fripp Township. Iron

formation is largely confined to the intermediate to felsic metavolcanics of the

lower cycle, and variolitic and amygdaloidal flows occur almost exclusively in the

upper sequence of mafic metavolcanics.

There are minor felsic epizonal intrusions (mainly in the lower cycle) which have

gold associations and a large acid intrusive stock occupies the greater portion of

Geikie Township to the north of Zavitz Township. Its southern portion lies within

t *

Zavitz.

The flows of Zavitz Township trend roughly east-west or northeast-southwest and j

i, are tightly folded. Andesite, sometimes pillowed, amygdaloidal, or porphy

ritic is "

the most abundant flow type. Dacitic and rhyodacitic flows are largely confined to

the four corners of Zavitz Township while ultramafic rocks occur in the northeast

and southeast almost exclusively.

- 7 -

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6. GEOLOGY OF THE PROPERTY

The Pan - Ore property in southeast Zavitz is underlain by virtually the entire

spectrum of local rock types (see DWG. 8-400-2). Flow types range from minor areas of

basalt through intermediate flows to large areas of dacites and minor rhyodacites.

In the centre of the property there is d small plug of syenite and syenitic

porphyry which is probably a sub - volcanic intrusion. Passing almost through this

feature, and striking northeast, is the contact between andesitic flows to the

northwest and the dacites which underlie the southeast part of the Pan - Ore

property. Within the andesites lies a narrow (generally less than 14 mile wide)

band of basaltic lavas which are described as being variably pillowed, amygdaloidal,

variolitic and porphyritic. The band has been traced going north northeast from the

syenite plug to the north property boundary. The intermediate flows which enclose

the band are pillowed and amygdaloidal, and have interflow tuffs and agglomerate.

In addition to the basalt flows, the andesites also enclose a narrow lens - shaped

area of cherty rhyolite breccia lying about h mile northwest of the syenitic plug.

The southern and eastern part of the property is underlain by both massive and

pillowed dacites, in part porphyritic and flow brecciated. A partly serpentinized

peridotite and pyroxenite body intrudes these flows on the southernmost claims.

This intrusive (or possibly a flow), and some of the dacites, have been involved in

synclinal folding, the axis of which lies east - west and plunges west.

Several changes in the strike are apparent on the Pan - Ore property. In the north

west sector, strikes seem to be northwest - southeast. In the northeast portion of

the property, strikes are northeast to north northeast. Strikes in the south again

are northwest.

- 8 -

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' r

\\ ^—

Geology token fromjD.D.M. mop no. P 455

L EGEND "4

-A- '

PRECAMBRIAN

Proterozoicl 8 l Late mafic intrusive rocks

ARCHEAN

6 Mafic intrusive rocks

Early mafic and ultramafic intrusive

l 3 J Felsic metavolconics(dacite,rhyodc

l 2 ! Intermediate to mafic metovolcanu

l l l Mafic metovolconics

Felsic intrusive rocks

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u*---^ :

: Property Boundary

SYMBOLS

-7-——,— Geologicol boundor Anticline, syncline Schistosity Banding

Lava flow lop

PAN-ORE GOLD MINES LIMITED

ZAVITZ/HINCKS TWPS. LARDER LAKE M.D. ONT

GEOLOGYundertaken by

BARRINGER RESEARCH LTD, Toronto, canada, SCALE: l"r 1320'

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7. ECONOMIC GEOLOGY

7.1 GOLD

The property lies some 30 miles southeast of Timmins, about 20 miles northwest of Matachewan. Since the discovery of gold in these areas in the early 1900's, thedistrict in general hi...- ^een a considerable amount of prospecting for gold.t Numerous occurrences were discovered but none in the immediate area came toproduction. Gold is found associated with quartz veins, generally related to porphyry dykes and small masses of granite and syenite. It is evident that there is a genetic connection between these veins and the acid intrusions.

The veins occur in both greenstone and acid rocks. In addition to quartz, the veins usually contain reddish orthoclase and also specularite. Galena and a little sphalerite and chalcopyrite are usuallypresent. Gold is in the native state and in the richer veins altaite is present. Pyrite occurs in both the veins and the wallrock. Alteration in the wallrock is usually only a few inches thick. It consists chiefly of carbonatization (ankerite), silicification, and pyritization. In the centre of the property is a small porphyritic syenite stock and dyke. There are a number of pits on these intrusions and Sylvanite Gold Mines in 1941 reported a grab sample running 0.28 oz. Au per ton. In 1965 Noranda Exploration reported a grab sample of the same intrusion which contained 0.75 oz. Au per ton, 3.90 oz. Ag per ton and D.45% Pb. The pits seem to have been put down on isolated features within the stock. Assessment files do not indicate any drilling on the stock or its margins. The stock merits investigation of two aspects:

i

a. A close scrutiny of its marginal phases (including the enclosing flows) for possible mineralization emplaced in rim tectonic features. This would involve the use of geophysics in order to penetrate overburden-covered sections, and

b. Testing of the intrusive rock itself to determine whether gold and/or copper may be present. The latter situation existed at the Young - Davidson Mine 20 miles southeast at Matachewan, wherein a small brick res syenite porphyry intrusion

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containing about 2% pyrite ran 0.11 oz. gold per ton and was mined

by both underground and open pit methods. The ore also contained

silver. (Between 1934 and 1945 the Young - Davidson produced

319,186 oz. of gold and 73,542 oz. of silver from 3 million tonsiof ore).

A 9eophysical program of magnetometer and electromagnetic surveys would point out

structural features which might be loci of gold deposition.

7.2 ASBESTOS - NICKEL

The ultramafic body which lies in the southern part of the property is known to have

areas of serpentinization, and asbestos is noted near the Pan - Ore western

boundary. Assessment files indicate one drill hole cutting ultramafic material near

the southeast boundary of the present Pan - Ore property. The log mentions

serpentinite with some blobs of pyrrhotite but assays were not submitted with the

logs. Northwest of the main ultramafic body, four of six drill holes put down by

Voyager Explorations (1964), for the purpose of testing a mineralized cherty

rhyolite lens, intersected a footwall (?) of fine grained basic rock. One hole is

described as having l - 10t pyrrhotite throughout the hole (250 feet) in fine

grained basic rock, and the second cut 184 feet of l - 5*i sulphides, mainly

pyrrhotite, again in fine grained basic rock. Assays were not included with logs

submitted. There is no indication of drill testing of the main part of the

ultramafic body lying on the southwest Pan - Ore claims. The Texmont orebody is

about 11 miles northwest of Pan - Ore. It is one of several orebodies in the

Abitibi belt which lie within the ultramafic sills or flows. It was mined in 1971.

However, production has been temporarily suspended until electric power is

available. Ore reserves are estimated at 3,800,000 tons grading J.,0% nickel after

dilution.

The disseminated type of mineralization associated with these ultramafics is best

located by use of IP and magnetometer surveys.

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7.3 BASE METALS

Two areas of sulphide mineralization are known on the Pan - Ore property. About a

quarter of a mile northwest of the syenite porphyry stock lies a copper - bearing

lens of rhyolite which is. interstratified with andesites and tuffs. The cherty

rhyolite breccia is about 1500 feet long, 200 feet wide and selected assays on it

rart D .91% copper and a little (0.03 oz./T.) gold over 4.8 feet, and 0.464 copper

with 0.33 oz./T. gold over 4 feet (Voyager Exploration Limited 1965). Voyager

outlined an electromagnetic conductor 1800 feet long which it tested with half a

dozen shallow drill holes. The above mentioned results of drilling both were from '

intersections at shallow (less than 50 feet) depths and apparently were not tested

further down dip.

Drilling done by Noranda Exploration (1965) both north and south of Moray Lake

indicate extensive tuff beds containing considerable sulphides (mainly pyrite, but

also pyrrhotite and occasional chalcopyrite) and much graphite.

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because previous prospecting would likely have outlined such a deposit. However, a

better idea of the extent of the occurrence will emerge if detailed mapping is done.

Geophysics can outline only the extent of the ultramafic host and sometimes the

boundaries of its alteration.

The most extensive ultrabasic area apparently has not been drilled and no record is

.on file to indicate that it hap,been examined by geophysics other than magnetometer.

Magnetic anomalies to the east, drilled by Noranda Exploration cut serpentinites

with blobs of pyrrhotite. Assays of this mineralization, if it was assayed, were

not submitted with assessment work. To the northwest of the known ultramafic, old

drill hole records (Voyager Exploration) mention cutting core lengths of 250 feet and

184 feet of "fine grained basic rock" mineralized with pyrrhotite. It is therefore

recommended that similar sulphides be sought on the main part of the ultramafic. In

this area, economic sulphides in ultrabasic rocks are most likely to be of a

disseminated nature and best located by induced polaij nation methods.

8.3

Values in base metals and gold have been reported from examination of a brecciated

rhyolite horizon within intermediate flows and tuffs. The horizon was tested along

strike by a series of short drill holes, a couple of which ran 0.33 oz. Au/T. and

Q.46% Cu over 4 feet] and 0.911 Cu with 0.03 oz. Au/T- over 4.8 feet. The holes are

100 feet apart and the values have not been tested down - dip. Neither intersection

is deeper than about 50 feet vertically. The merit of the zone should receive

further evaluation as work progresses.

On the east side of the property Noranda Exploration reported intersecting

mineralized tuff in drilling. It would appear that cores were sampled but values

were not submitted. During the course of the Phase II geological survey, if old

core is available it should be sampled, particularly graphitic horizons. If no

core is found, then outcropping occurrences must be sampled. Geophysical coverage

should provide information concerning concentrations of mineralization.

In addition to these three known areas of-potential, it is likely that geophysical

coverage will indicate further drilling targets.

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8. CONCLUSIONS

The Pan - Ore property in Zavitz and Hincks Township has potential for

mineralization along three avenues which merit exploration:

1. Gold associated with a syenite porphyry stock in the middle of the

property. (The environment is also suitable for copper). t

2. Asbestos and nickel - copper mineralization associated with an

ultramafic body in the south part of the property.

3. Base metals and gold associated with:

a. a horizon of rhyolite breccia in the northwest part of the

property.

b. mineralized tuff in the eastern part of the claim group.

BU

past exploration in the region has associated gold - bearing veins with acid

porphyry intrusions. Trenching on features within the porphyry stock yielded

reported grab sample values of 0.28 oz. Au/T. and 0.75 oz. Au/T. with 3.90 oz.Ag/T.

and D.45% Pb. Edges of the stock should be examined with the help of geophysics, to

determine whether structural features exist around the margins (possibly drift

covered) which might be gold - bearing. This would be best accomplished using

electromagnetic and magnetometer surveys. Significant targets outlined by the

surveys should be tested by trenching and/or drilling. In conjunction with this rock

sampling, the syenite porphyry stock itself should be representatively sampled in

order to determine whether the situation here is similar to that at the Young -

Davidson Mine 20 miles southeast. There, a small syenite porphyry stock was mined

in an open pit method, extracting 0.11 ou. Au/T. from the rock itself, sweetened

by higher grade material associated with quartz veins. Silver was also present.

8.2

Asbestos is known to occur on the ultramafic body. The extent and type of occurrence

is not known. It is not expected that large amounts are present at surface,

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9. RECOMMENDATIONS

Zavitz Township has been geologically mapped by the Ontario Department of Mines, and

has undoubtedly been prospected many times. Of the various types of mineralization

referred to in the previous section, the, association of large tonnage, low grade

nickel mineralization with ultramafics, and copper to porphyries, are the subjects

of much recent study. They are modes which we are just coming to appreciate in the

Superior Province. Both types of mineralization are suited for IP surveys. If thec

results of the IP surveys indicate a requirement for follow-up, not only will more

detailed geophysics be required but also a more enhanced knowledge of the geology.

On the other hand, if the IP results are negative the recommendations for Phase II

which comprises this follow-up might not be justified.

It is therefore recommended that the following work be done on the Pan - Ore

property:

Phase I

Line Cutting 42 miles @ $100.00

Magnetometer Survey 40 miles @ 560.00

+ 8 miles detail @ $60.00

EM 16 (over the syenite porphyry)

HEM (balance of property)

IP

Mobilization

10 miles @ 5100.00 (l station)

30 miles @ 5120.00 (300')

20 days @ 5380.00 S days @ 5325.00 (standby)

.5 4200.00

i S 2400.00

5 500.00

5 1000.00

5 3600.00

5 7600.005 1300.00

5 500.00

521,100.00

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9Phase II

Mobilization

Detail IP

HEM detail

5 days @ $380.00

2 days @ 5325.00

* 8 miles' @ $120.00

Geological SurveyMobilization, field work, assistant, reporting, draughting

Sampling (channel) assaying, analyses, petrology

Phase III

Diamond drilling 2000 ft. @ $lO/foot (all inclusive)

S 500.00

5 1900.00

5 650.00

? 950.00

$ 7000.00

2000.00

513,000.00

? 20, 000. 00

If the results of Phase I justify the program of Phase II, the following additional

points should be remembered in planning the geological survey:

a. Geophysics is of limited assistance in outlining asbestos potential.

Therefore the occurrence would be evaluated only by this means.

b. The horizon containing the copper - gold bearing rhyolite should be

examined carefully along its extent on the property if possible.

c. Tuffs on the east part of the property contained sulphide

mineralization as reported by Noranda Exploration. Rock and/or soil

. i geochemistry should be used to determine if any metal trends or

, gradients exist. Graphite should be sampled at intervals and analysed.

Phase III will be contingent upon favourable results in Phases I and II.

Dated at Toronto, January 15, 1973

Respectfully submitted,

M. L. Halladay, F. G. A. C., P. Eng.

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10. CERTIFICATE

I, MARGARET, LOUISE HALLADAY, of Mississauga, in the County of Peel, in the Province

of Ontario, hereby certify as follows:

j1. That I am a geologist and reside at 2159 Parker Drive, Mississauga, Ontario.

2.'r That I hold a Bachelor of Science degree from Sir George Williams University

(Montreal), and have completed additional geological studies at the under

graduate and graduate level at McGill University and the University of Toronto.

31 That I am a member of the Association of Professional Engineers of Ontario

and a Fellow of the Geological Association of Canada; and I have been

practising my profession since 1963.il

4. That I have no personal interest, direct or indirect in the property

described in this report, nor in the properties or securities of

Pan - Ore Gold Mines Limited, nor do I expect to receive any interest

therein. 'i

5. That my report dated January 1973 on the Pan - Ore Gold Mines Limited

property in Zavitz and Hincks Townships, Sudbury and Timiskaming Mining

Districts is based on published Government geological reports and maps,

on data from Government assessment work files, and on a general knowledge

of the area. The ground is presently snow covered and consequently not

property examination has been made.

M. L. Halladay, F.G.A.C., P. Eng.

i.i.n-jo r -v l-16'-' K l

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11. REFERENCES

C.I.M.M

Irving, E. (chairman)

Kilburn, et di '1969

r

Ministry of Natural Resources, Ontario Dept. of Mines

Naldrett, A.S. 1972

Pyke, D.R. 1972

Rickaby, H.C. 1932

"Structural Geology of Canadian Ore Deposits'^ special volume.

"The ancient Oceanic Lithosphere" Earth Physics Branch, Vol. 42, No. 3.

"Nickel Sulphide Ores Related to Ultrabasic Intrusions in Canada" Economic Geol. Mono. 4.

Map P. 455 "Zavitz Township", l" - \ mi.Map 2046 "Timmins Kirkland Lake Sheet", l" * h mi.Assessment Work FilesGeophysics Paper 291 (Rev.) Magnetometer survey ofPeterlong Lake, Ontario.

"Ultramafic Rocks, Their Classification and Potential as Hosts for Nickel Sulphide Ores" C.I.M.M. paper, Ottawa, 1972.

"Peterlong Lake Area, Districts of Timiskaming and Sudbury" in Summary of field work 1972, Ministry of Natural Resources, Ontario.

"Bannockburn Gold Area" O.D.M. Annual Report Vol. XLI Part II, 1932.

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