TECHNICAL REPORT ON THE INCREIBLE 6 PROPERTY, · 2008-12-19 · National Instrument (NI) 43-101 on...

RUSORO MINING LIMITED

TECHNICAL REPORT ON THE INCREIBLE 6 PROPERTY,

BOLIVAR STATE,

VENEZUELA

November 14, 2007 Revised February 14, 2008

Dave Laudrum, P. Geo.

John Zbeetnoff, P. Geo.

SUITE 900 - 390 BAY STREET, TORONTO ONTARIO, CANADA M5H 2Y2 Telephone (1) (416) 362-5135 Fax (1) (416) 362 5763

Table of Contents

Page

1.0 SUMMARY ........................................................................................................... 1

2.0 INTRODUCTION AND TERMS OF REFERENCE ....................................... 3

3.0 RELIANCE ON OTHER EXPERTS ................................................................. 4

4.0 PROPERTY DESCRIPTION AND LOCATION ............................................. 5

5.0 ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY ................................................ 8

5.1 ACCESSIBILITY ............................................................................................. 8 5.2 CLIMATE ......................................................................................................... 8 5.3 LOCAL RESOURCES ..................................................................................... 9 5.4 INFRASTRUCTURE ....................................................................................... 9 5.5 PHYSIOGRAPHY ............................................................................................ 9

6.0 HISTORY ............................................................................................................ 10

7.0 GEOLOGICAL SETTING ................................................................................ 12 7.1 REGIONAL GEOLOGY ................................................................................ 12 7.2 LOCAL GEOLOGY ....................................................................................... 13

8.0 DEPOSIT TYPE ................................................................................................. 15

9.0 MINERALIZATION .......................................................................................... 16

10.0 EXPLORATION ................................................................................................. 19 10.1 PREVIOUS WORK, 1991 TO 1994 .............................................................. 19 10.2 PREVIOUS WORK, 1994 TO 2004 .............................................................. 19 10.3 CURRENT EXPLORATION PROGRAM SINCE 2004............................... 19

11.0 DRILLING .......................................................................................................... 21 11.1 DRILL HOLE SURVEYS .............................................................................. 22

12.0 SAMPLING METHOD AND APPROACH .................................................... 23 12.1 PREVIOUS EXPLORATION, 1993 TO 1997 ............................................... 23 12.2 CURRENT EXPLORATION AND DRILLING, 2005 TO 2007 .................. 23

13.0 SAMPLE PREPARATION, ANALYSES AND SECURITY ......................... 27 13.1 PREVIOUS EXPLORATION, PRIOR TO 2004 ........................................... 27 13.2 CURRENT EXPLORATION AND DRILLING, 2004 - 2007 ...................... 27 13.3 QUALITY ASSURANCE AND QUALITY CONTROL MEASURES ....... 28 13.3.1 QA/QC Procedures for Assays ................................................................. 29

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13.3.2 QA/QC Procedures for Drilling Data ....................................................... 30

14.0 DATA VERIFICATION .................................................................................... 32 14.1 MICON CHECK ASSAYS ............................................................................ 32

15.0 ADJACENT PROPERTIES .............................................................................. 34 15.1 CHOCO 10 MINE .......................................................................................... 34 15.2 LA VICTORIA AND TOMI MINES ............................................................. 35 15.3 ISIDORA MINE ............................................................................................. 35 15.4 COLUMBIA MINE ........................................................................................ 35

16.0 MINERAL PROCESSING AND METALLURGICAL TESTING ............................................................................................................. 36

17.0 MINERAL RESOURCE AND MINERAL RESERVE ESTIMATES ....................................................................................................... 37

17.1 PREVIOUS MINERAL RESOURCE ESTIMATE ....................................... 37 17.2 CURRENT MINERAL RESOURCE ESTIMATE ........................................ 37 17.3 DRILL HOLE DATABASE ........................................................................... 38 17.4 COMPOSITING ............................................................................................. 39 17.5 HIGH-GRADE ASSAY CAPPING ............................................................... 41 17.6 BULK DENSITY ............................................................................................ 43 17.7 GEOLOGICAL MODEL ................................................................................ 44 17.7.1 Grade-Thickness Contours ........................................................................ 49

17.8 BLOCK MODELS.......................................................................................... 50 17.9 GRADE INTERPOLATION .......................................................................... 51 17.10 RESOURCE CLASSIFICATION .................................................................. 52 17.11 BLOCK MODEL VALIDATION .................................................................. 53

18.0 OTHER RELEVANT DATA AND INFORMATION .................................... 56

19.0 INTERPRETATION AND CONCLUSIONS .................................................. 57

20.0 RECOMMENDATIONS .................................................................................... 58

21.0 SIGNATURE PAGE ........................................................................................... 60

22.0 REFERENCES .................................................................................................... 61

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List of Tables Page

Table 1.1 Increible 6 Mineral Resource Estimate .................................................2

Table 4.1 Summary of Land Holdings for the Increible 6 Consessions ...............7

Table 11.1 Summary and Distribution of Drilling Campaigns, Increible 6 Project .................................................................................................21

Table 12.1 Summarized Logging Codes for Increible 6 .......................................25

Table 14.1 Micon Check Assay Data, Increible 6, December, 2006 ....................33

Table 15.1 Choco 10 Deposit, Reserves and Resources .......................................34

Table 15.2 La Victoria and Tomi, Production and Resources ..............................35

Table 15.3 Isidora Mine Proven and Probable Reserves, December, 2006 ..........35

Table 16.1 Increible Metallurgical Test Results by PRA .....................................36

Table 17.1 Increible 6 Mineral Resource Estimate ...............................................38

Table 17.2 Summary Statistics for 2-m Composites, Increible 6 .........................39

Table 17.3 Capping Levels Applied to Assays Prior to Computing Composite Grades ...............................................................................43

Table 17.4 Assay Statistics for Modeled Mineralized Domains ...........................46

Table 17.5 Increible 6 Block Model Parameters ...................................................50

Table 17.6 Parameters Used in the Five Passes of Grade Interpolation ...............52

Table 20.1 Proposed 12-Month (January to December, 2008) Exploration Budget for the Increible 6 Project .......................................................59

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List of Figures Page

Figure 4.1 General Location of Increible 6 Property, Venezuela ..........................6

Figure 4.2 Increible 6 Property Location ...............................................................6

Figure 4.3 Location of Surface and Mineral Tenements, Increible 6 .....................7

Figure 5.1 Topography of Increible 6 Area ............................................................8

Figure 7.1 Regional Geology of Increible 6 Area ................................................12

Figure 7.2 Local Geology and Location of Mineralized Zones Increible 6 Property ...............................................................................................14

Figure 9.1 Location of Mineralized Zones, Increible 6 Concession ....................17

Figure 9.2 Typical Mineralized Interval, Increible 6 Deposit Quartz-Carbonate Veining in Bleached/Sericitized Volcanics .......................18

Figure 9.3 Typical Mineralized Interval, Increible 6 Deposit Quartz-Carbonate Veining in Bleached/Sericitized Volcanics .......................18

Figure 10.1 Increible 6 Summary Exploration Data ..............................................20

Figure 11.1 Location of Drilling Programs, Increible 6 .........................................22

Figure 15.1 Mining Properties Adjacent to the Increible 6 Concession ................34

Figure 17.1 Distribution of All Assay Values Reporting to Lens El1 ...................42

Figure 17.2 Distribution of Assay Values Reporting to Lens El1..........................42

Figure 17.3 Typical Cross Showing Geological Interpretation Section 2175E ..................................................................................................48

Figure 17.4 Typical Cross-Section with Geological Interpretation 4160E ............48

Figure 17.5 Longitudinal Section Displaying Grade Thickness Contours for Lens Cr1 ..............................................................................................49

Figure 17.6 Longitudinal Section Displaying Grade Thickness Contours for Lens Cr1 ..............................................................................................50

Figure 17.7 Typical Plan View Showing Block Grades ........................................54

Figure 17.8 Typical Cross-Section Showing Block Grades ...................................54

Figure 17.9 Typical Cross-Section Showing Only Indicated Block Grades ..........55

1.0 SUMMARY Micon International Limited (Micon) was retained by Rusoro Mining Ltd. (Rusoro) to prepare a Mineral Resource Estimate and Independent Technical Report compliant with National Instrument (NI) 43-101 on the Increible 6 concession, near El Callao, Bolivar State, Venezuela. The current report is based on data provided to Micon by Rusoro and on other relevant, publicly available information. The report incorporates the exploration results obtained from the Increible 6 project as of June 21, 2007. The Increible 6 gold project is 100% owned by Rusoro through a wholly owned subsidiary, General Mining de Guayana, C.A. (General Mining). The concession, totaling 2,472.5 hectares (ha), is located in Roscio Municipality, Bolivar State, Republic of Venezuela. The concession is located a few kilometres west of the town of El Callao at UTM coordinates 624000E and 815000N. El Callao has been a mining centre for more than one hundred years. Both underground and open pit mining operations have occurred, or are occurring, around the city. The town has a population of about 20,000 and there are considered to be adequate supplies of personnel, water, waste disposal facilities and power to support mining production, if required. The Increible 6 concession lies within a northeast trending greenstone belt of early Proterozoic age. The concession is underlain by, from oldest to youngest; metabasalt and andesite, carbonaceous siltstones with conglomerate, felsic volcanics, greywackes and siltstones, and quartz-porphyry. As with most of the area of Bolivar State, deep weathering is present, typically up to 50 metres (m) thick in the Increible 6 area. Currently identified areas of significant gold mineralization on the Increible 6 concession are restricted to a deformation zone through the central part of the property which hosts numerous, discontinuous low sulphide, sericitic shear zones. Mineralization is hosted within volcanoclastic rocks and porphyritic intrusives. Host rocks in and near the deformation zone are variably altered by an assemblage of chlorite, sericite, quartz, carbonate, iron-carbonate, albite, pyrite, and ‘bleaching’. Visible gold is rare. There is a clear positive relationship between high gold assays and abundance of quartz veining in drill core. The current NI 43-101 compliant Mineral Resource Estimate for the Increible 6 concession includes all assay data which had been received, and passed through Rusoro’s quality assurance/quality control (QA/QC) procedures, as of June 21, 2007. The resource incorporates four main deposit areas on the Increible 6 concession: Culebra, Cristina, Elisa-Ingrid, and Olga-Enoc. All deposit areas were modelled into a single block model.

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A geological interpretation of the deposit was carried out by Rusoro geological staff which included identifying mineralized lenses as well as the depth to which oxidation has occurred. These features were then digitized and used to construct wire frame shapes (Gems solids) of each mineralized lens or domain which were used as hard boundaries in the estimation process. Grade was interpolated using an inverse distance squared (ID-2) computational method. Interpolation was based on 2-m composites of assays capped to reduce the influence of any erratic high-grade values. Based on the parameters described in this report Micon estimated that the Increible 6 deposit contains an Indicated mineral resource of 23.45 million tonnes grading 2.11 grams per tonne gold (g/t Au), as well as an Inferred mineral resource of 17.53 million tonnes grading 1.95 g/t Au, at a 0.5 g/t Au cut-off grade. The oxide and sulphide resource for the four main deposit areas on the Increible 6 project are detailed in Table 1.1.

Table 1.1 Increible 6 Mineral Resource Estimate

Zone Resource

Category Cut-off Grade

(g/t Au)

Millions of Tonnes

Grade (g/t Au)

Product Gold (millions of

ounces)

Cristina Oxide Indicated 0.5 0.79 2.39 0.06 Inferred 0.5 0.58 1.77 0.03

Cristina Sulphide

Indicated 0.5 1.79 1.98 0.11 Inferred 0.5 1.35 1.54 0.07

Culebra Oxide Indicated 0.5 1.77 2.10 0.12 Inferred 0.5 0.54 2.20 0.04

Culebra Sulphide


Elisa-Ingrid Oxide


Elisa-Ingrid Sulphide


Olga-Enoc Oxide


Olga-Enoc Sulphide


Total Oxide Indicated 0.5 3.74 2.14 0.26 Inferred 0.5 2.13 1.87 0.13

Total Sulphide Indicated 0.5 19.71 2.10 1.33 Inferred 0.5 15.40 1.96 0.97

Overall Total Indicated 0.5 23.45 2.11 1.59 Inferred 0.5 17.53 1.95 1.10

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2.0 INTRODUCTION AND TERMS OF REFERENCE Micon International Limited (Micon) was retained by Rusoro Mining Ltd. (Rusoro) to prepare a Mineral Resource Estimate and Independent Technical Report compliant with National Instrument (NI) 43-101 on the Increible 6 concession, near El Callao, Bolivar State, Venezuela. The purpose of this report is to update a previous report titled “Technical Report and Mineral Resource Statement on the Increible 6 Project, Bolivar State, Venezuela” prepared by Scott Wilson Roscoe Postle Associates in August, 2006. The present updated mineral resource estimate incorporates the results of a significant amount of new drilling on the project. The Qualified Persons responsible for this report are Dave Laudrum, P.Geo., Senior Associate Geologist with Micon, and John Zbeetnoff P.Geo., Independent Geological Consultant. Mr. Zbeetnoff prepared the mineral resource estimate presented in Section 17 of this report. Mr. Laudrum conducted a site visit of the Increible 6 project and site office and coreshack between December 8 and 13, 2006. In addition Mr Laudrum visited the Increible coreshack on both April 16, 2007 and August 14, 2007 while in Venezula reviewing other projects for Rusoro. The present report is based on data provided to Micon by Rusoro and on other relevant, publicly available information. The report discloses the exploration results obtained from the Increible 6 gold project as of June 21, 2007.

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3.0 RELIANCE ON OTHER EXPERTS Micon reviewed and evaluated the data pertaining to the Increible 6 property and has drawn its own conclusions therefrom. Micon has not carried out any independent exploration work, drilled any holes or carried out any sampling and assaying of material from the property other than the check sampling to confirm the presence of gold mineralization which is discussed in Section 14.1 of this report. While exercising all reasonable diligence in checking, confirming and testing it, in the preparation of this report Micon has relied upon the data provided by Rusoro and that found in public domain sources. The status of the mining claims under which Rusoro holds title to the surface and mineral rights for this property has not been investigated or confirmed by Micon, and Micon offers no opinion as to the validity of the title claimed by Rusoro. The description of the property, and ownership thereof, as set out in this report, is provided for general information purposes only. Unless otherwise indicated, all currency amounts are stated in United States dollars (US$). The metric system of units is used in Venezuela, thus, distance is generally expressed in metres (m) or kilometres (km), area in hectares (ha) and weight in grams (g), kilograms (kg) and metric tonnes (t, 1,000 kg). The present report draws extensively on detailed exploration updates and summaries which were produced as internal company reports by Greg Smith, VP Exploration, for Rusoro in 2006 and 2007. The information in sections 4.0 through 6.0, and 8.0 of this report are partially excepted from a previous report titled: “Technical Report and Mineral Resource Statement on the Increible 6 Project, Bolivar State, Venezuela”, by Neil Gow, Scott Wilson Roscoe Postle Associates Inc, August, 2006. That report is publicly available in Rusoro’s regulatory filings for the TSX Exchange on the SEDAR website.

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4.0 PROPERTY DESCRIPTION AND LOCATION The Increible 6 gold project is 100% owned by Rusoro through a wholly-subsidiary, General Mining de Guayana, C.A. (General Mining). The concession, totaling 2,472.5 ha, is located in Roscio Municipality, Bolivar State, Republic of Venezuela. The concession is located a few kilometres west of the city of El Callo at UTM coordinates 624000E and 815000N. See Figures 4.1, 4.2 and 4.3. The Increible 6 mineral title is granted by the Corporacion Venezuela de Guayana (CVG) a regional governmental development organization, to General Mining for the exploration, development, and exploitation of gold, silver, zinc, copper, chromium, tin, nickel, tungsten, vanadium, manganese, molybdenum, niobium, cobalt, and tantalum. The original concession title was granted by the Ministry of Energy and Mines (MEM) now the Ministry of Basic Industry and Mines (MIBAM) to the CVG on December 7, 1990, and published in the Special Issue of the Official Gazette No. 4251, dated January 23, 1991. Subsequently, the CVG granted General Mining a concession leasing executed on May 13, 1991. The leasing has the same term as the concession; 2 years for exploration and 20 years for exploitation, this last term beginning on the publication date of the Certificate of Exploitation in the Official Gazette, subject to 10-year extensions, up to a maximum of 40 years. To date the Certificate of Exploitation has not been granted. Increible 6 is an area originally constituted by 4,945.78 ha, located in El Callao, Municipality of Roscio, Bolivar State. The mineral title has been reduced by 50% to 2,472.5 ha. The title granted to the CVG involving the area Increible 6 was duly recorded with the Real Estate Registry of Roscio Municipality, Bolivar State, on March 13, 1991, under No 49, pages 24-29, First Protocol, Additional Volume, First Quarter of 1991. The Increible 6 Concession was duly authenticated before the Second Notary Public of Puerto Ordaz, Bolivar State on March 20, 1992, under No 8, Volume 50. There are no termination or cancellation procedures currently in effect before the MIBAM or the CVG affecting the concession held by CVG or the concession leasing held by General Mining. As per Venezuelan laws, the MIBAM and the CVG are responsible for notifying the title holder and initiating a procedure in case of termination of the concession or the leasing.

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Figure 4.1

General Location of Increible 6 Property, Venezuela

Figure 4.2 Increible 6 Property Location

A summary of the land holdings for the Increible 6 property is shown in Table 4.1.

Table 4.1 Summary of Land Holdings for the Increible 6 Consessions

Mineral Title Registered Company Rights Area

Increible 6 General Mining de Guayana C.A. Hard Rock and Alluvial 2,470.53 ha

Figure 4.3

Location of Surface and Mineral Tenements, Increible 6

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5.0 ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY

5.1 ACCESSIBILITY The Increible 6 property is located about 3 km west of the town of El Callao in Bolivar State, Venezuela (Figure 5.1). Easy access from El Callao is available along currently unsealed roads.

Figure 5.1 Topography of Increible 6 Area

5.2 CLIMATE The following climatic data are taken from the records of the Direccion de Hidrologia y Meteorologia that maintains a weather station at Puente Blanco near El Callao. The climate at El Callao is tropical and has an average temperature of about 25.7ºC and humidity ranging from 76% to 82%. The average rainfall is 1,325 millimetres (mm) per year. The wettest months are June, July, and August. Each of these months receives about 150 mm of precipitation per month. During the remainder of the year, the average monthly rainfall is about 80 mm, except in February and March when the precipitation is

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about 36 mm per month. The average evaporation is about 1,780 mm per year. 5.3 LOCAL RESOURCES El Callao has been a mining centre for more than one hundred years. Both underground and open pit mining operations have occurred, or are occurring, around the city. The town of El Callao has a population of about 20,000 and there are considered to be adequate supplies of personnel, water, waste disposal facilities and power to support mining production, if required. 5.4 INFRASTRUCTURE There is currently no infrastructure on the property. 5.5 PHYSIOGRAPHY The El Callao area lies in an area of low hills between elevations of 200 m and 300 m. Parts of the area have been cleared, but some areas of jungle timber remain. See Figure 5.1, above.

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6.0 HISTORY There has been a significant amount of shallow artisanal gold mining within the Increible 6 concession in the past. There are no records of when this work commenced or the total production to date. Essentially, all of the areas that have been tested by Rusoro had been tested in the past. All of this previous work is confined to the upper, weathered zone, as artisanal miners in Venezuela do not have legal access to explosives. In 1989, General Mining was granted a one-year licence to prospect on the Increible 6 concession (Alford, 1995). This licence was subsequently extended for a second year. During the time, the area was held by General Mining, favourable results from the sampling of veins in three areas were obtained. CVG Minera (CVG), a federally chartered regional development corporation formed for the purpose of promoting development in southeastern Venezuela, was granted the Increible 6 concession by MEM on January 23, 1991. CVG then transferred the concession to General Mining under a two-year contract, dated May 13, 1991, covering alluvial and vein deposits. The contract was extended for an additional year and a three year exploration program was commenced. The size of the concession was reduced by 50% after the three years. During the three-year period, General Mining spent approximately US$2 million and undertook the following work:

• A photogeological study. • Exploration of alluvial gravels with 28 6-m deep pits. • A total of 60 km of grid lines cut at a 500 m spacing. • Topographic mapping on a 1:500 scale. • Completion of 105 mechanical trenches with an aggregate length of 2,500 m.

These trenches were mapped and sampled. • Completion of 12 diamond drill holes with a total length of 1,639 m testing two of

the vein areas.

• Data compilation of reports, bibliographies, and maps.

At the end of the three-year contract, Golden Star Resources Ltd. (Golden Star) (through a subsidiary VenStar Resources) entered into an agreement covering the property. At the same time, the property area was reduced by 50% to conform to the property agreement at the time. Following up on the work of General Mining, the focus of the Golden Star

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work continued to be the Nuevo Rosario area including the eastern extension at Culebra. Work completed by Golden Star, as sumarized by Alford (1995), included:

• Drilling of 10 diamond drill holes totaling 1,356 m.

• Drilling of two diamond drill holes totaling 283 m in the Cristina zone.

• Detailed soil geochemical surveys in the Culebra-Karen and Las Paridas areas.

• Trenches completed by General Mining, which were re-established and resampled.

• Airborne magnetometer and radiometric surveys completed for Golden Star by GEOEXPERT of Venezuela in June, 2004.

• Ground magnetometer surveys completed by GEOEXPERT on the Culebra-Karen and Las Paridas grids.

• A preliminary estimate of mineral resources prepared by Golden Star.

Rusoro, through a wholly-owned subsidiary, acquired the property in 2004 and has been actively exploring the property since that time.

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7.0 GEOLOGICAL SETTING 7.1 REGIONAL GEOLOGY The Increible 6 project lies within the Guyana Shield, itself the northern part of the Amazon Craton. It is one of the largest cratonic areas in the world and covers an area of about 430,000 square kilometres (km2). The craton is surrounded by Neoproterozoic orogenic belts. Within Venezuela, five litho-tectonic provinces are recognized. For the purposes of this report, the most significant litho-tectonic terrane is an early Proterozoic greenstone-granite terrane. The Increible 6 concession lies within a northeast trending greenstone belt of early Proterozoic age, which is part of the Pastora Supergroup. This belt comprises mafic to felsic volcanic and volcanoclastic rocks, and sediments, metamorphosed to greenschist grade. Mafic to intermediate flows generally show only a weak foliation. Elongated bodies of metagabbro occur adjacent to the concession. The greenstone rocks are enclosed by granitic rocks of the Supamo Group. Younger granite and monzonite stocks intrude both groups of rocks. These in turn are cut by diabase, diorite and gabbro dikes and plugs. The regional geology of the Increible 6 property is shown in Figure 7.1.

Figure 7.1 Regional Geology of Increible 6 Area

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7.2 LOCAL GEOLOGY The concession is underlain by, from oldest to youngest, metabasalt and andesite, carbonaceous siltstones with conglomerate, felsic volcanics, greywackes and siltstones, and quartz-porphyry. The metamorphosed volcanoclastic (tuff) rocks are the most extensive. A gabbro-diorite intrusion is noted south of the property, and intrusive quartz porphyry (possibly sub-volcanic) is observed in various portions of the central part of the property. Exposures are limited on the property and there is typically 0.5 m to 2 m of overburden present. Nearer to the Yuruari River, the overburden increases to greater than 4 m. As with most of the area of Bolivar State, deep weathering is present and is typically up to 50 m thick in the Increible 6 area. With the exception of the quartz porphyry, the rocks have undergone polyphase deformation. They show two penetrative foliations with associated folding. Structure on the property is dominated by polyphase deformation. Mapping on the project has resulted in the recognition of bedding (S0) and two imposed fabrics. S1 is subparallel to bedding, while S2 is strongly developed in the central part of the property and causes the transposition of S0 and S1. This area has been designated a transpressional deformation zone. Mapping shows a series of sub-parallel shears within the volcanics which host the gold mineralization. Shears of this phase also cut the quartz porphyry. Low-sulphide quartz-carbonate veins that are syn-D2 (second phase deformation) carry the most significant economic gold concentrations. The alteration assemblage consists of chlorite, sericite, quartz, carbonate, and pyrite. The local geology of the Increible 6 area is shown in Figure 7.2.

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Figure 7.2 Local Geology and Location of Mineralized Zones Increible 6 Property

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8.0 DEPOSIT TYPE Gow (Scott Wilson Roscoe Postle, August, 2006) noted that: “While there are a number of classifications of gold deposits available, the Increible 6 gold deposits probably are best described as belonging to the class of ‘orogenic gold deposits’”. Drew (2002) of the United States Geological Survey (USGS) listed the following characteristics for this class of deposit: • “Gold-only deposits are hosted in granite-greenstone terranes (GGT)

associated with major transcurrent strike-slip faults. • Mineralization is sporadic along these faults, yet often continuous to great

depth where it does occur. • Ore shoots can have many forms that are related to the wide variety of

second- and third-order structures that can develop in (or be used by) strike-slip fault systems.

• The hydrothermal fluid is near neutral, rich in CO2, and produced by metamorphic reactions.

• Intense carbonate alteration is always present. • Mineralization is often contemporaneous with spatially associated granitic

intrusions, but not genetically related to them. • Mineralogy of deposits is limited, in descending order, to quartz,

carbonates, alkali feldspar (usually albite), sericite, pyrite, and minor amounts of tourmaline, arsenopyrite, scheelite, molybdenite. No significant base metals (copper, lead, zinc, etc.) occur.”

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9.0 MINERALIZATION Currently identified areas of significant gold mineralization on the Increible 6 concession are restricted to a deformation zone through the central part of the property. The area hosts numerous, discontinuous low sulphide, sericitic shear zones. Better grade gold values are typically related to shear-hosted quartz (+carbonate) veins and quartz porphyry bodies. Gold is present in both volcanic and intrusive rocks. Within the deformation zone, a number of separate mineralized domains have been recognized. These domains consist of east-west striking sub-parallel zones with a moderate southerly dip. From east to west, these zones of mineralization have been named Culebra, Cristina, Ingrid-Elisa, and Olga-Enoc, and are shown in Figure 9.1. Micon reviewed core from the major mineralized zones at Increible 6 and observed that mineralized intervals exhibit the following general characteristics. Host rocks are andesitic volcanics and a porphyritic intrusive (the intrusive may be an altered porphyritic volcanic). Multiple episodes of shearing/brecciation are evident with rocks commonly ‘re-healed’ by variable amounts of quartz and quartz-carbonate veining. Host rocks in and near the deformation zone are variably altered by an assemblage of sericite-chlorite-albite-carbonate-hematite/ankerite and ‘bleaching’. Disseminated and patchy/blebby pyrite averaging 1 to 3% is common in the altered wallrocks and in veins. Quartz occurs as veins and breccia fillings with sharp, but irregularly oriented, contacts. Quartz commonly contains chloritic and/or sericitic streaks/bands. Visible gold is rare. There is a clear positive relationship between high gold assays and abundance of quartz veining in the core. See Figures 9.2 and 9.3. Microscope studies carried out by Dr. S. Stephan, a consultant working for Newton Ventures, a predecessor company of Rusoro, showed that much of the gold is present as free gold. The widespread presence of artisanal miners working in the area indicates that much of the gold can be recovered by rudimentary gravity techniques. The largest of the individual deposits tested to date lie within the Elisa deposit. The main lens at Elisa has dimensions of about 1,000 m east-west and is tested down dip to approximately 400 m. True thickness varies between 2.0 and 80.0 m averaging approximately 15 to 20 m. Individual lenses in each of the deposit areas strike east-west and dip south at 45º to 80º.

Figure 9.1 Location of Mineralized Zones, Increible 6 Concession

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*Note: The Payara zone is a newer target which will be drill tested in 2007/08, but which is not included in the current resource estimate.

Figure 9.2 Typical Mineralized Interval, Increible 6 Deposit

Quartz-Carbonate Veining in Bleached/Sericitized Volcanics

Figure 9.3 Typical Mineralized Interval, Increible 6 Deposit

Quartz-Carbonate Veining in Bleached/Sericitized Volcanics

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10.0 EXPLORATION 10.1 PREVIOUS WORK, 1991 TO 1994 The previous owner, General Mining, explored the Increible 6 concession from 1991 to 1994. The work program consisted of soil sampling on a 500-m spaced grid (600 km total), 105 trenches (2.5 km total), and 1,639 m of diamond drilling in 12 holes. Rusoro has been able to obtain only partial records for this work. This exploration was concentrated in three areas: Payara, Nuevo Rosario (which includes Olga/Enoc, Ingrid/Elisa, and Cristina), and La Ramona. At Payara and La Ramona this work identified a series of narrow quartz veins and small miners’ workings. 10.2 PREVIOUS WORK, 1994 TO 2004 In 1994, Golden Star, which was listed on the Vancouver Stock Exchange (later amalgamated with the present Toronto Stock Exchange), began its exploration program on Increible 6. The company re-examined the existing data, and then completed a soil and auger program (658 samples), trenching, geophysics, geological mapping, and 2,479 m of drilling in 19 holes. Almost all of the advanced work was concentrated on the east-west trending quartz veins and shears in the Nuevo Rosario area (Olga/Enoc, Ingrid/Elisa, Cristina, and Culebra). Golden Star left in 1995 without earning any interest in the project. No exploration was completed between 1995 and 2004 on the Increible 6 gold project. 10.3 CURRENT EXPLORATION PROGRAM SINCE 2004 In 2004, Rusoro (then a private company named Grupo Agapov) began exploration and drilling on the Increible 6 gold project. The first drilling was completed in September, 2004 utilizing one diamond drill.

At the time of the previous resource estimate and technical report on Increible 6 by Scott Wilson Roscoe Postle Associates in August, 2006 approximately 43,000 m of drilling had been completed on Increible 6. The present mineral resource estimate, which is the subject of this report, had a cut-off date for drill data of June 21, 2007 and, at that time, a total of 97,956 m of drilling in 566 drill holes had been completed at Increible 6. Drilling has since continued on the project and, to the end of October, 2007, approximately 107,500 m of drilling in 795 holes have been completed at Increible 6. Since 2004 Rusoro’s main focus on the project has been on its very extensive drilling programs. Other than the reverse circulation (RC) and diamond drilling, other work has

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included small programs of line cutting, soil sampling, and petrographic work. Metallurgical test work is detailed in Section 16.0 of this report. Surface surveying including a detailed topographic survey over the main Elisa-Ingrid area allowing for the preparation of an updated topographic map with 2-m contours. Surface rights have been acquired or negotiated over a number of small areas within the Increible 6 gold project in order to facilitate access and drilling activities. A summary of the surface exploration data is shown in Figure 10.1.

Figure 10.1 Increible 6 Summary Exploration Data

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11.0 DRILLING All drilling on the Increible 6 gold project is completed by independent contractors. A number of commercial drilling companies operate in the El Callao district including;

1) Perforaciones MayorTec (subsidiary of Major Drilling – New Brunswick,

Canada): approximately 20 diamond drills operating in country since 1991, completed drilling at Increible 6 project between 2004 and 2006.

2) Corebiel Drilling (Puerto Ordaz, Venezuela): seven diamond drills operating in country since 2002 (previously St. Lambert Drilling operating since 1992), completed drilling on the project between 2006 to the present. Currently three diamond drills on site.

3) Perforaciones Caroni (Puerto Ordaz, Venezuela): four diamond drills, operating in country since 1996, completed limited drilling on the project in 2005.

4) AK Drilling: four RC drills operating in country since 2004, completed drilling on the Project between 2006 to the present. Currently one RC drill working at Increible 6.

Ongoing drilling at Increible 6 continues in order to expand and in-fill the main mineralized zones, as well as to complete first pass testing of additional anomalies which are peripheral to the main zones. In general, diamond drills are testing the main zones on a 50 m by 50 m grid pattern with the RC rig completing “in-fill” holes to bring the spacing to 25 m by 25 m. Rusoro intends that this drill spacing will allow for a significant portion of the existing inferred resources to be upgraded to Measured and Indicted. The drilling methods employed on the Increible 6 project (diamond drilling and RC drilling) are appropriate for the material being investigated, the objective of the program and local drilling conditions. Drill core sizes are HQ and NQ, or larger. Drilling campaigns are summarized in Table 11.1.

Table 11.1 Summary and Distribution of Drilling Campaigns, Increible 6 Project

Reverse Circulation Diamond Drilling Total Drilling

Year

Number of Holes

Metres Number of

Samples

Number of Holes

Metres Number of

Samples

Number of Holes

Metres Number of

Samples 2004 - - - 102 17,766 8,182 - - - 2005 - - - 97 12,690 6,136 - - - 2006 98 19,165 7,726 72 14,223 6,234 - - - 2007 276 42,789 14,690 150 48,482 15,500 - - - Total 374 61,954 22,416 421 93,160 36,052 795 155,114 58,468

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The locations of the main areas of drilling are shown in Figure 11.1.

Figure 11.1 Location of Drilling Programs, Increible 6

11.1 DRILL HOLE SURVEYS Surface surveys of drill hole collars are completed by in-house Rusoro survey personnel using traditional chain and theodolite methods. Downhole surveys are completed by drill company personnel using a Reflex instrument every 50 m. Surveys are completed once the hole is completed and drill rods are being pulled.

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12.0 SAMPLING METHOD AND APPROACH Exploration on the Increible 6 gold project has followed industry standard methods including the collection of stream sediments, soils, rocks (both float and outcrop), chip samples from trenches and roadcuts, and drill sampling. The level of sampling ranges widely within the project area. Several areas have detailed sampling, on surface and to depth through drilling, while other parts of the concession have been covered with only broad first pass sampling. A detailed review and analysis of all available information did not identify any factors that impact the accuracy and reliability of the data. All sampling is of good to excellent quality and the samples are considered to be representative and without sample biases. 12.1 PREVIOUS EXPLORATION, 1993 TO 1997 Samples collected during the period 1993 to 1997 on the Increible 6 project were most often collected under the supervision of qualified persons. Exploration was completed by the Venezuelan owners (General Mining) and Golden Star which had optioned the ground. Sampling was carried out using industry standard practices. Location for each sample was controlled by UTM co-ordinates compiled from a combination of notes, locations plotted on government 1:50,000 topographic maps as well as data from GPS units. Soil samples have been collected using industry standard practices. Sample size is variable depending on the material being sampled. Material was placed in durable bags, assigned a unique sample number, and sealed for delivery to the laboratory. Sample locations were clearly marked in the field often with both metal tags and more visible flags or paint; however, little evidence of these markings remains. Detailed descriptions of sample location, nature of material, representative characteristic of the sample, were noted. Drill core sampling by both General Mining and Golden Star followed standard industry practices for both method and approach. Drill core was split and one half delivered to the laboratory for analyses with the second half retained for reference (since lost). All drill core was logged and described in detail. Drill sample data, geochemistry and geological information has been complied by the project geologists resulting in the production of sectional and plan maps. 12.2 CURRENT EXPLORATION AND DRILLING, 2005 TO 2007 Micon has reviewed the sampling method and approach for the current drilling program on the Increible 6 gold project and has not identified any factors that would impact the accuracy and reliability of the data used in the mineral resource estimate.

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Both diamond and RC drills operate 24 hours per day. Diamond drill core is picked up at the drill every morning and delivered to the coreshack for logging and sampling. At the RC drill rigs, Rusoro geologists are on site 24 hours per day to surpervise sampling procedures. Geologists commonly have a microscope with them and complete their core logging in a tent set up at the drill. When the RC machine is ‘drilling dry’ the sampling is carried out with an industry standard riffle splitter tower. For wet samples the material is gathered in 5-gallon pails and, after mixing, an appropriate sample is taken for assay. This wet sampling methodology is not ideal but is adequate when carefully carried out. Installation of automated cone splitters on the drilling rigs is being investigated. Diamond drill core is delivered to the coreshack where specially trained core handling crews open the boxes, lay them out in proper order, clean the core if necessary, label the meterage on the core, label the core boxes with box number and meterage contained, measure and record the percentage core recovery and the rock quality determination (RQD). The core is then logged by the geologist on standardized paper drill logs, with the information transferred to computer by the geologist in a later stage. The geologist creates a list of sample intervals, and marks the core at the beginning and end of each sample. The core handling crews then align the core in the boxes and mark a line for core-cutting and they mark the sample numbers in the boxes. See Table 12.1 for a summary of the logging codes used for the Increible 6 program. Pre-printed sample tags are not used. A running sequence of consecutive numbers have been assigned to each drill project and the core handling crews assign sequential sample numbers, including the insertion of QA/QC blanks-standards-duplicates into the regular sample stream. The crews pre-number sample bags and insert appropriate blanks and standards. Diamond drill core is then taken to a core cutting area where a saw operator works with one or more assistants to cut the core, place one-half in the appropriate bag and return one-half to its appropriate place in the corebox. Duplicates of quarter-core are produced and bagged at this stage also. All sample preparation and analyses for Increible 6 gold project is completed by independent commercial assays laboratories, as discussed in Section 13 of this report.

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Table 12.1 Summarized Logging Codes for Increible 6

Logging Codes

Lithology (max 1 two-letters code admitted plus maximum 3 qualifiers) updated to 03/06/04

NC No Recovery CV Cavity CL Clay DT Detritus IC Iron crust \ grain size \\ relics \\\ prefix

MO Mottled zone \f fine \f foliation, schistosity

SA Saprolite \m mediun \p porphyry SR Saprock \c coarse Metasedimentary/Metavolcaniclastic \ grain size \\ prefix \\\ prefix MS metasandstone MT metasiltstone MH metashales VC metavolcaniclastic Lava flows - Subintrusives \ grain size \\ prefix BS Basalt lava flow \p porphyritic AN Andesite lava flow \f fine porpyritic BA Basaltic-Andesite lava flow \a aphyric DA Dacite lava flow \y amygdaloid DO Dolerite \h hyaloclastite Intrusives \\ prefix GR Granite \p porphyritic \f feldspar GD Granodiorite \f fine porpyritic DI Diorite GB Gabbro PO Porphyry Pyroclastics related \ \\ prefix

IG Ignimbrite (pumice-flow) \w welded \n normal gradation

AG Agglomerate \d unwelded \u reverse gradation

SF Scoria-flow \h chaotic DF Debris flow / Lahar deposit

TU Fall-out ash deposit - TUFF (lithified equivalent)

SU Base surge (cross lamination) Breccia \ shape of clasts \\ matrix nature TB Tectonic breccia \a angular clasts \c clast dominated

BX Breccia (generic) \r rounded clasts \m matrix dominated

\s sub-rounded clasts Others \ \\ prefix VB Vein Breccia \q quartz VE Vein \c carbonate SW Stockwork \s sulphides CH Chert Alteration (maximum 2 two-letters codes admitted)

AP propylitic (chlorite+epidote) AS strong silicification

AI intermediate argillic (kaolinite+chlorite) AR medium

silicification

AK sericite AC weak silicification CB carbonate Weathering (maximum 1 two-letters code admitted) FR Fresh SW Slightly weathered MW Moderately weathered HW Highly wethered

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Logging Codes

Colour (maximum 2 two-letters codes admitted plus 1 prefix \code) Gy gray Rd red \\ prefix Gn green Oc ocre L light Bk black Ye yellow D dark Bw brown Pi pink Pu purple Wh white Mineral codes (as many as required) AP arsenopyrite FeAsS SE sericite AU gold Au SF sphalerite ZnS CN carbon/graphite C SU suphides CP chalcopyrite CuFeS2 Q quartz SiO2 CH chlorite

EP epidote Ca2(Fe,Mg,Al,Mn,)Al2OOHSiO4Si2O7

GA galena PbS GR garnet X3Y2(SiO4)3 HM haematite Fe2O3 IL ilmenite FeTiO3 JA jarosite KFe3(OH)6(SO4)2 KA kaolin Al4(OH)8(Si4O10) LM limonite MS marcasite FeS2 MG magnetite Fe3O4 MN manganese MnO OX oxides PY pyrite FeS2 Vein Texture (maximum 2 two-letters codes admitted)

MS Massive HQ Hyaline SH sheared Structures (maximum 1 one-letter code admitted) V Vein J Jointing F Fault B Bedding S Shearing/foliation/cleavage Right-Hand Rule Measurements adopted

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13.0 SAMPLE PREPARATION, ANALYSES AND SECURITY In Micon’s opinion, and subject to the comments in this report, Rusoro is using appropriate, industry standard, methods for sample preparation, analysis, and security on the Increible 6 concession. 13.1 PREVIOUS EXPLORATION, PRIOR TO 2004 Preparation and analyses for all silt, soil, and rock samples collected in the previous phase of exploration was completed by independent laboratories using industry standard fire assay and/or wet geochemical procedures. The majority of the samples were analysed by three commercial laboratories which existed in the region, Triad Laboratories and Monitor Laboratory, both in Puerto Ordaz, and Mineral Environments Laboratories Ltd. in Tumeremo. There are no available data on whether the sample shipments included standards and duplicates as part of on-going quality control programs. Samples were analysed for gold with some samples also analysed for various elements by Induced Coupled Plasma (ICP). Triad Laboratories has provided analytical services to the gold and silver mining/exploration industries since 1992. The laboratory in Tumeremo was operated by Mineral Environments Laboratories Ltd. of Vancouver, Canada (now Assayers Canada Inc.). The Monitor Laboratory operated from 1994 through 1998 (now operating as SGS at Emilia). There are no available data on security programs in place during these early programs. However, re-sampling by Golden Star and by Rusoro as part of their early due diligence programs was successful in duplicating the earlier results. 13.2 CURRENT EXPLORATION AND DRILLING, 2004 - 2007 Ruroro has been aggressively exploring its various projects in the region and, during 2007, has had up to 11 drills operating on its projects at one time. In order to deal with the large volume of core and samples which it generates the company has established well-equipped facilities for core logging, sampling, and storage. All exploration between 2004 and 2007 was completed under the direct supervision of Gregory F. Smith, P.Geo. Adequate numbers of well trained staff are on hand to operate the facilities and procedures are largely standardized between the various projects. Specialized staff are trained to carry out specific processes, such as marking the meterage on the core, labelling the core boxes, measuring and recording core recovery and RQD, marking up samples as directed by the geologist, rock sawing the core, bagging samples and preparing sample shipment documents.

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All sample preparation and analyses for the Increible 6 gold project are completed by independent commercial assay laboratories. Currently, four laboratories are operating within less than one hour’s driving distance from the Rusoro core logging facility:

1) SGS Laboratories (Emilia site, El Dorado): preparation and analyses for samples during 2004-2007; capacity of 20,000 samples per month.

2) Triad Laboratories (El Callao): preparation and analyses for samples during 2005-2007, as well as check assays 2004-2006; capacity of 25,000 samples per month.

3) Actlabs (Tumeremo): preparaton and analyses for samples during 2007, check assays completed in Canada 2006-07; capacity of 30,000 samples per month.

4) Acme Laboratories (Guasipati): to be used for check assays during 2007; capacity of 30,000 samples per month.

Drill logs, sampling and geotechnical forms and ACAD and Gemcom software are used to ensure a reliable and accurate record is kept of all drilling information. Cross-sections depicting basic geology and hole data, including correlation with nearby holes have been developed and are updated as drilling proceeds. A photographic record is kept of all drill core and drill cuttings. Exploration offices and core storage facilities are within fenced areas with 24-hour security by armed guards. Access is restricted to authorized personnel in the core logging, sampling, storage and preparation facilities. Efforts are made to ensure prompt, secure and direct shipping of samples to the assay laboratory. 13.3 QUALITY ASSURANCE AND QUALITY CONTROL MEASURES In Micon’s opinion, and subject to the comments in this report, Rusoro is using appropriate, industry standard, quality assurance and quality measures for the collection, recording, and auditing of exploration data from the Increible 6 concession. Samples are analysed for gold by industry standard 30-g fire assays. Approximately every 25 samples a blank, a duplicate, and a Certified Reference Standard for gold are inserted into the regular assay sample stream resulting in approximately 5-7% of the sample stream as QA/QC samples. Equally important as the practice of inserting appropriate quality control samples is the practice of regularly reviewing the results from those samples. The results of the QA/QC assays are inspected on a batch by batch basis by the project geologist and compiled and reviewed regularly. Those batches which fail the QA/QC are re-run. A review of the QA/QC results shows no systematic errors in the assay data and good repeatability between the various laboratories and drilling methods.

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In addition, overall QA/QC reviews are periodically carried out by Greg Smith, P.Geo., Rusoro’s VP Exploration who is the Qualified Person for the Increible 6 project. Rusoro has periodically sent batches of assay pulps out to independent referee laboratories for confirmation assays. Micon recommends that, in future, batches of samples be sent to referee laboratories on at least a monthly basis. Micon recommends that periodic independent QA/QC audits should be carried out. Micon found the Rusoro computer database to be of acceptable quality and appropriate for use in a mineral resource estimate. Micon recommends that Rusoro considers implementing a computerized database management system for dealing with the large volume of exploration data being generated by the project. Many of these database systems make database updates and quality control procedures more efficient via built in queries for ‘automated’ checking of data each time additional drill hole or assay data is added to the database. The “DataShed” system being used at the nearby Choco 10 deposit, which Rusoro recently acquired, is a good example. 13.3.1 QA/QC Procedures for Assays 13.3.1.1 Blanks Blanks are inserted into the sample stream approximately every 25 samples. The material used has been prepared by Triad Laboratories and was subjected to a series of ‘round-robin’ analyses at various laboratories to ensure quality.

The blanks consisting of approximately 50-60 g of pulverized material are inserted along with standards and duplicate samples.

Batches of samples where a significant number of the results for the blanks are reported as containing detectable amounts of gold are re-run. In cases where a limited number of blanks within an individual batch return low levels of detectable gold a selected group of samples from that batch will be re-run to confirm the reliability of the original assays.

13.3.1.2 Standards Certified Reference Standards for gold are inserted into the sample stream approximately every 25 samples. The material used has been purchased from recognized laboratories to ensure quality. The standards consisting of approximately 50-60 g of pulverized material are inserted along with blanks and duplicate samples. Batches of samples where a significant number of the results for the standards are reported outside of the acceptable range of gold are re-

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run. In cases where a limited number of standards within an individual batch return levels of detectable gold only slightly outside of the allowable range a selected group of samples from that batch will be re-run to confirm the reliability of the original assays. 13.3.1.3 Duplicates (Quarter-Core) The duplicate samples were collected in the field following the pre-designed sampling and numbering sequence. For drill core the core is split in half and then one half is further split in half to produce two equal quarters which are numbered and sent for analysis. One full half of the core is retained in the corebox for reference. For RC drilling, two equal samples are collected from the cuttings as they exit the RC drill. The majority of the duplicate samples were separated in the sampling sequence such that the two samples were analysed in the same batch at the assay laboratory thus eliminating further variables. Micon notes that the duplicates have shown the widest range of values when compared to the other types of QA/QC analyses completed as part of the Increible 6 drilling program. The variance can be adequately explained by the natural nugget effect in a gold system and, also, by the procedure of using quarter-core for duplicates, thereby reducing the overall size of the sample. 13.3.2 QA/QC Procedures for Drilling Data Drill logs, sampling and geotechnical forms and ACAD and Gemcom software are used to ensure a reliable and accurate record is kept of all drilling information. Cross-sections depicting basic geology and hole data, including correlation with nearby holes have been developed and are updated as drilling proceeds. A photographic record is kept of all drill core and drill cuttings. The drilling database is currently maintained by Rusoro personnel on a server located at the company’s Tumeremo Technical Offices. Two digital backup disks are created once a week and sent to secure locations off site. The database is maintained in Microsoft Excel, Access and Gemcom. Geologists in the coreshack record data on paper drill logs which are forwarded to Tumeremo where the database managers enter the information into the computer.

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13.3.2.1 Drill Logs Drill logs, including collar data, drilling details, lithology, alteration, mineralization, and structure are recorded on standardized paper core logs. The core logging geologist, or a data entry person, enters the data into a computer back at the office. The logging geologist checks his drill log entries and drill survey data, after data entry. In Micon’s opinion the detail captured in drill logs is adequate. However, there is room for improvement. For example, commonly the presence of various sulphides is noted in the logs, but their abundance is not recorded. Also, commonly the presence of, and descriptions of, veining is noted in the logs but no structural measurements are recorded for those veins. Micon suggests that the required changes to logging procedures might best be implemented in conjunction with a change to direct-to-computer logging by the geologists in the coreshack. 13.3.2.2 Analytical Data Due to difficulties in getting local assay laboratories to change over to a completely digitial reporting format, the project commonly receives analytical data as a mix of either digital or hardcopy format. Notwithstanding that situation, Micon observed that Rusoro’s process for entering analytical data into the project database is standardized, and appropriate quality control checks are in place. The project geologist is responsible for entry of assays into the digital drill logs and for confirmation that the analytical data meets QA/QC standards (analytical checks including blanks, standards, duplicates, and cross-laboratory checks are detailed in the preceding section). The core logging geologist re-checks his drill logs after assays have been entered. The Gemcom geologist on site merges completed digital drill log data into the project Gemcom database and runs the standard Gemcom database QA/QC queries.

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14.0 DATA VERIFICATION Micon visited the main mineralized zones at Increible 6 to examine the surface expression of the mineralization and the extent of exposed veining and alteration. Numerous drill pads, with marked drill hole collars, were visited at each deposit. Micon examined the drill core and assay data from selected drill holes from each of the main zones and observed that the gold grades correlate very well with intervals containing quartz veining and quartz breccias within volcanic rocks with variable amounts of sericite-chlorite-carbonate-iron oxide-iron carbonate alteration and disseminated and blebby pyrite. Micon visited the assay laboratories operated by SGS at the Emila mill site near Rusoro’s coreshack, and the laboratory operated by Triad Laboratories in El Callao. The staff at both facilities appear to be operating according to appropriate and consistent sample preparation and assaying protocols, and the equipment and facilities are generally well maintained. The one major shortcoming of the laboratories during the 2006-07 drilling program has been the ongoing problems with calibration of Atomic Absorption (AA) machines which SGS had at its facility at Emilia. This issue resulted in having to complete assays on all samples, including low grade samples, with a gravimetric finish which is less accurate than the preferred AA method. In Micon’s opinion the accuracy of assay results from the SGS laboratory are adequate for use in the current mineral resource estimate. Micon visited Rusoro’s field offices at the Emilia mill site and at Tumeremo where the project database is maintained. The Rusoro database geologists/managers explained and demonstrated their procedures for entering drill logs, importing assays, exporting data for use by the field geologists, procedures for data checking and QA/QC, and procedures for regular database back-up. Micon completed checks and queries, in Gemcom and Access, on various updates to the drill hole database which it received from Rusoro during 2006 and 2007. The number of database errors was found to be low and the overall database quality was found to be satisfactory. 14.1 MICON CHECK ASSAYS Micon selected nine samples of quarter-core from Increible drill holes for check assays at ALS Chemex Laboratories in Vancouver. Micon carried the samples site to Puerto Ordaz, Venezuela and delivered them to the Fedex/DHL depot there for shipment to Vancouver. Results of the check sampling are shown in Table 14.1, below. These samples were taken to confirm the presence of mineralization in the various zones at Increible 6 and the small number does not represent a valid statistical population to compare against

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Rusoro’s routine analysis. Micon is satisfied that its check assaying exercise has validated the presence of gold in the selected samples in similar abundances to the original assay values.

Table 14.1 Micon Check Assay Data, Increible 6, December, 2006

Zone Hole

Number From (m)

To (m)

Length (m)

Original Sample Number

Original Gold Assay

(g/t Au)

Micon Check Assay

(g/t Au) E6 IEL-150 366.20 367.00 0.80 32528 12.80 13.20E6 IEL-150 367.00 368.00 1.00 32529 6.03 9.79E6 IEL-150 368.00 369.00 1.00 32530 2.40 2.70E6 IEL-110 159.90 160.63 0.73 32595 12.50 14.10I9 IEL-59 166.50 167.00 0.50 31924 30.17 39.30E12 IEL-49 256.00 257.00 1.00 30355 6.10 4.86C4 ICL-09 120.00 120.50 0.50 32240 0.40 0.19C4 ICL-09 120.50 121.00 0.50 32241 2.21 0.31C4 ICL-09 121.00 121.70 0.70 32242 0.07 0.10

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15.0 ADJACENT PROPERTIES The Increible 6 project is located in the historic El Callao Mining District of Bolivar State, Venezuela. The project has excellent access via well maintained roads from the town of El Callao. Rusoro operates five additional exploration projects in the district, all located within 150 km of Increible 6. Concessions adjacent to Increible 6 are shown in Figure 15.1.

Figure 15.1 Mining Properties Adjacent to the Increible 6 Concession

15.1 CHOCO 10 MINE The Choco 10 deposit is located approximately 12 km southeast of the Increible 6 deposit. In a news release dated October 11, 2007, Rusoro announced that it had acquired the Venezuelan assets of Goldfields Limited, including the Choco 10 gold mine. Current Reserves and Resources for the Choco 10 deposit are shown in Table 15.1.

Table 15.1 Choco 10 Deposit, Reserves and Resources

Category Million

Short Tons Grade

(g/t Au) Thousand

Ounces Gold Proven & Probable Reserves 15.4 3.4 1,662 Measured Resource 2.3 2.9 221 Indicated Resource 53.8 2.4 4,225 Inferred Resource 40.8 2.2 2,869

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15.2 LA VICTORIA AND TOMI MINES The La Victoria and Tomi mines of Crystallex International Corporation are located approximately five and 18 km, respectively, northeast of the Increible 6 deposit. Mineral Resource, and 2006 production figures, are shown in Table 15.2, below.

Table 15.2 La Victoria and Tomi, Production and Resources

Category Thousand

Tonnes Grade

(g/t Au) Thousand

Ounces Gold La Victoria Indicated Resources 2.4 4.5 349 Tomi Indicated Resources 0.013 18.3 8 La Victoria 2006 Gold Production - - 41 Tomi 2006 Gold Production - - 3

15.3 ISIDORA MINE The Isidora Mine of Hecla Mining Company is located approximately 12 km south of the Increible 6 deposit. The Proven and Probable reserves remaining at Isadora as of December 31, 2006 are shown in Table 15.3 (source: Hecla website).

Table 15.3 Isidora Mine Proven and Probable Reserves, December, 2006

Category Thousand

Short Tons Grade

(oz/t Au) Thousand

Ounces Gold Proven & Probable Reserves 351 0.88 307

15.4 COLUMBIA MINE The Columbia Mine of CVG-Minerven (a corporation owned by the Venezuelan Government) is located approximately 8 km southeast of Increible 6. Production in 2004 was 100,906 ounces (256,339 t at 13 g/t Au) and reserves were stated at 1.6 million t at a grade of 9.2 g/t Au with ore shoots grading up to 60 g/t Au (Channer, Graffe, and Vielma, 1996 – SEG Newsleter).

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16.0 MINERAL PROCESSING AND METALLURGICAL TESTING Metallurgical testing was completed on eight composite samples from Increible 6 by Process Research Associates (PRA) of Vancouver during 2007. Each of the eight samples tested was composed of approximately 25 kg of quarter drill core. The samples were chosen to represent hardrock (sulphide) and saprolite (oxide) mineralization from four main mineralized structures. Gold recoveries were tested for extraction by cyanide leaching for 72 hours at a NaCN concentration of 2 grams per litre (g/L). Overall recovery averaged 90.2% for the eight samples. Sample details and recoveries are shown in Table 16.1.

Table 16.1 Increible Metallurgical Test Results by PRA

Test No.

Mineralized Lens

Oxidation P80 Size (μm)

Measured Head Grade

Au (g/t)

Calculated Head Grade

Au (g/t)

Extraction Au (%)

Residue Au

(g/t)

Reagent Consumption

NaCN (kg/t)

Lime (kg/t)

C1 Cristina saprolite 62 3.12 3.36 96.4 0.12 2.31 1.56

C2 Cristina hardrock 68 2.59 2.85 95.4 0.13 2.03 0.05

C3 Culebra hardrock 70 1.82 2.05 63.5 0.75 3.19 0.02

C4 Culebra saprolite 66 0.61 0.63 93.7 0.04 2.92 0.31

C5 Elisa hardrock 72 3.48 3.43 89.8 0.35 3.53 0.14

C6 Elisa hardrock 70 2.70 2.18 89.9 0.22 3.41 0.08

C7 Increible saprolite 71 3.80 3.94 95.7 0.17 2.10 0.31

C8 Elisa saprolite 66 4.11 4.25 96.9 0.13 1.40 0.20

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17.0 MINERAL RESOURCE AND MINERAL RESERVE ESTIMATES 17.1 PREVIOUS MINERAL RESOURCE ESTIMATE A previous NI 43-101 compliant mineral resource estimate on the Increible 6 gold project was completed by independent consultants Scott Wilson Roscoe Postle Associates (RPA) in August, 2006. Based on the 43,000 m of drilling which had been completed at that time, and using a cut-off grade of 0.5 g/t Au, and densities of 2.90 for fresh rock and 2.41 for weathered rock, RPA estimated an Indicated resource of 4.71 million t grading 2.86 g/t Au and an Inferred resource of 9.31 million t 2.56 g/t Au at Increible 6. 17.2 CURRENT MINERAL RESOURCE ESTIMATE The current NI 43-101 compliant Mineral Resource Estimates for the Increible 6 concession were completed by John Zbeetnoff using GEMS Software Version 5.55, from Gemcom Software International. The resource estimate includes all assay data which had been received, and had passed through Rusoro’s QA/QC procedures, as of June 21, 2007. The resource incorporates four main deposit areas on the Increible 6 concession, Culebra, Cristina, Elisa-Ingrid, and Olga-Enoc. All deposit areas were modelled into a single block model project. Final resource reports are time stamped, on Sept 21, 2007. A geological interpretation of the deposit was carried out by Rusoro geological staff which included identifying mineralized lenses as well as the depth to which oxidation has occurred. The interpretation was completed on vertical cross-sections spaced roughly at 25 m. The interpretation was also validated on 20-m level plans as the cross-sectional work advanced. These features were then digitized into Gems and used to construct wire frame shapes (Gems solids) of each mineralized lens or domain. A surface representing the depth of oxidation was produced. Grade was interpolated using an ID-2 computational method. Interpolation was based on 2-m composites of assays capped to reduce the influence of any erratic high-grade values. Based on the parameters described in this report Micon estimated that the Increible 6 deposit contains an Indicated mineral resource of 23.45 million tonnes grading 2.11 grams per tonne gold (g/t Au), as well as an Inferred mineral resource of 17.53 million tonnes grading 1.95 g/t Au, at a 0.5 g/t Au cut-off grade. The oxide and sulphide resource for the four main deposit areas on the Increible 6 project are detailed in Table 17.1.

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Table 17.1

Increible 6 Mineral Resource Estimate

Zone Resource Category

Cut-off Grade

(g/t Au)

Millions of Tonnes

Grade (g/t Au)

Product Gold

(millions of ounces)

Cristina Oxide Indicated 0.5 0.79 2.39 0.06 Inferred 0.5 0.58 1.77 0.03

Cristina Sulphide


Culebra Oxide Indicated 0.5 1.77 2.10 0.12 Inferred 0.5 0.54 2.20 0.04

Culebra Sulphide


Elisa-Ingrid Oxide


Elisa-Ingrid Sulphide


Olga-Enoc Oxide


Olga-Enoc Sulphide


Total Oxide Indicated 0.5 3.74 2.14 0.26 Inferred 0.5 2.13 1.87 0.13

Total Sulphide Indicated 0.5 19.71 2.10 1.33 Inferred 0.5 15.40 1.96 0.97

Overall Total Indicated 0.5 23.45 2.11 1.59 Inferred 0.5 17.53 1.95 1.10

17.3 DRILL HOLE DATABASE The data were received from Rusoro as a Gemcom database, in MS Access format, titled “ProyectoIncreible6_2007”. This database contained all pertinent information regarding drill hole collar location, downhole survey data, geology (lithology, alteration, mineralization), sample intervals and assay results. Gold is the only commodity carried in the resource evaluation and is reported in units of grams per tonne gold. These data are maintained in the “AU_MON_FAG” field in the assay table of the “Sondeos” workspace. The drill data used in the mineral resource evaluation were those current to June 21, 2007. At that time, there were 566 drill holes and 40,830 gold assays in the database. As the drill program was on-going at June 21, 2007, there is a time lag between hole completion and the receipt of assays from the analytical laboratory. As a result there are 76 drill holes in the database for which assay data had not been received at of June 21, 2007, or for which QA/QC check re-analyses were still outstanding. These holes were effectively ignored in the current resource estimate.

38

In the course of the interpretation for this resource estimate, it was noted that there were gaps in sampling where the geologist logging the core had not recognized that he might be working with a mineralized zone. These gaps were treated by either conservatively assign them a zero grade if they were included in a modeled zone, or by leaving gaps in the model. A total of 85 of these gaps were assigned a zero grade and used in grade modeling. Assay results from the sampling of these gaps will be included in the next mineral resource estimate for the project. 17.4 COMPOSITING To ensure equal support in geostatistical analysis and resource estimation, the assay samples within the modeled domains were composited to uniform 2.0-m lengths. The composites were generated by starting the zero metre length count at the beginning of each mineralized interval. As a result of the compositing method there are often composite segments less than 2.0 m in length that remain at the ends of the mineralized intervals. Segments less than 0.75 m were added to the preceding composite interval. The segments between 0.75 and 2.0 m were manually reviewed and either left as short composites or added to the preceding composite. A total of 5,560 composites were generated for the 2007 resource estimate and, of these, 394 are under 2.0 m in length and 216 are greater than 2.0 m. The longest composite is 3.6 m. Table 17.2 displays some general statistics for the composite data.

Table 17.2

Summary Statistics for 2-m Composites, Increible 6

Lens Identification

2-m Composite

Count

Min g/t Au

Max No Cap g/t Au

Max Cap

g/t Au

Mean Composite

Length (m)

Integer Rock Code

Sum of Composite

Lengths (m)

Sum of Zero Grade Composite

Lengths (m)

Cristina Cr1 187 0.07 37.85 27.06 1.97 201 368.63 0 Cr2 186 0.07 21.62 16.74 1.95 202 362.1 0 Cr3 73 0.07 13.47 9.31 1.86 203 136 0 Cr4 40 0.07 8.43 8.44 2.01 204 80.2 0 Cr5 21 0.4 2.85 2.85 1.82 205 38.2 0 Cr6 22 0.3 3.95 3.94 1.95 206 43 0 Cr7 12 0.07 6.56 6.56 1.92 207 23 0 Cr8 7 0.56 3.61 3.61 2.03 208 14.2 0 Cr9 2 0.63 0.81 0.81 2 209 4 0 Cr10 1 0.78 0.78 0.79 2 210 2 0 Cr11 1 0.82 0.82 0.82 2 211 2 0 Cr12 3 0.07 0.88 0.88 2 212 6 0 Cr13 1 0.77 0.77 0.77 2 213 2 0 Cr14 1 0.85 0.85 0.85 2.3 214 2.3 0 Cr15 1 0.47 0.47 0.47 2 215 2 0 Cr16 1 4.99 4.99 4.99 2 216 2 0 Cr17 1 3.24 3.24 3.24 2 217 2 0 Cr18 1 1.15 1.15 1.15 2 218 2 0 Cr19 2 0.3 0.69 0.69 2 219 4 0 Cr20 2 0.99 1.14 1.14 1.5 220 3 0

39

Lens Identification

2-m Composite

Count

Min g/t Au

Max No Cap g/t Au

Max Cap

g/t Au

Mean Composite

Length (m)

Integer Rock Code

Sum of Composite

Sum of Zero Grade

Lengths Composite Lengths (m)

(m) Cr21 2 0.54 0.65 0.65 1.5 221 3 0 Cr22 2 0.43 0.43 0.43 1.5 222 3 0 Cr23 3 0.27 1.34 1.34 2 223 6 0 Culebra Cu1 457 0 35.12 32.01 1.98 501 902.8 6.1 Cu2 102 0.07 17.87 17.87 2 502 203.7 0 Cu3 479 0 10.56 10.56 2 503 959.9 12.53 Cu4 175 0.03 68.07 13.86 2 504 349.18 0 Cu5 45 0.07 37.6 10.39 1.83 505 82.4 1.5 Cu6 42 0.15 13.68 13.68 1.85 506 77.9 0 Cu7 20 0.07 2.14 2.14 2 507 40 0 Cu8 6 0.5 6.95 6.95 1.75 508 10.5 0 Cu10 1 0.83 0.83 0.83 2 510 2 0 Cu11 24 0.07 4.59 4.59 1.95 511 46.9 0 Cu12 125 0.07 37.74 17.7 1.97 512 246.4 1 Cu13 2 0.46 3.24 3.24 1.5 513 3 0 Cu14 2 0.68 0.97 0.98 1.5 514 3 0 Cu18 2 0.83 1.17 1.17 2 518 4 0 Cu19 1 0.82 0.82 0.82 2 519 2 0 Cu21 5 0.41 1.29 1.28 2 521 10 0 Cu22 1 0.67 0.67 0.67 2 522 2 0 Cu24 3 0.41 0.79 0.8 1.67 524 5 0 Cu25 1 0.63 0.63 0.63 2 525 2 0 Cu26 1 1.3 1.3 1.3 2 526 2 0 Cu27 1 5.93 5.93 5.93 2 527 2 0 Cu28 1 0.52 0.52 0.52 2 528 2 0 Elisa El1 1284 0.01 48.42 30.64 1.99 601 2,554.46 6.08 El2 871 0 44.1 28 1.99 602 1,730.19 17.1 El3 145 0.07 31.62 25 2 603 289.57 0 El4 49 0.07 8.77 8.77 1.99 604 97.45 0 El5 136 0.01 17.71 14.91 1.99 605 270.8 0 El6 18 0.25 13.92 13.91 1.9 606 34.2 0 El7 5 0.31 1.67 1.67 1.84 607 9.2 0 El8 3 0.57 0.69 0.69 1.67 608 5 0 El9 12 0.25 4.86 4.86 2.01 609 24.15 0 El10 5 0.57 1.94 1.94 1.8 610 9 0 El11 3 0.55 1.96 1.96 2 611 6 0 El12 3 0.56 2.56 2.55 1.83 612 5.5 0 El13 8 0.28 2.25 2.25 1.75 613 14 0 El14 22 0.07 19.08 19.08 2.02 614 44.5 0 El15 1 0.55 0.55 0.55 2 615 2 0 El16 1 0.59 0.59 0.59 1.57 616 1.57 0 El18 2 0.52 1 1 1.5 618 3 0 El19 1 0.6 0.6 0.6 2.5 619 2.5 0 El20 2 0.45 0.64 0.64 1.65 620 3.3 0 El22 1 0.64 0.64 0.65 1.5 622 1.5 0 El24 1 0.5 0.5 0.5 2 624 2 0 El25 1 0.62 0.62 0.61 1.7 625 1.7 0 El26 1 0.73 0.73 0.74 1.5 626 1.5 0 El27 1 3.28 3.28 3.29 2 627 2 0 El28 1 1.2 1.2 1.2 2 628 2 0 El29 2 0.5 0.68 0.68 2 629 4 0 El31 1 0.56 0.56 0.56 2 631 2 0 El34 1 1.17 1.17 1.17 2 634 2 0 El35 1 0.87 0.87 0.87 2 635 2 0 El37 1 0.73 0.73 0.74 2 637 2 0 Enoc En1 19 0.07 5.72 5.72 1.96 301 37.3 0.5 En2 17 0.22 7.26 7.26 1.97 302 33.45 1

40

Lens Identification

2-m Composite

Count

Min g/t Au

Max No Cap g/t Au

Max Cap

g/t Au

Mean Composite

Length (m)

Integer Rock Code

Sum of Composite

Sum of Zero Grade

Lengths Composite Lengths (m)

(m) Ingrid In1 470 0.07 45.18 28 1.93 701 908.86 0 In2 93 0.09 10.19 10.19 1.92 702 178.9 0 In3 30 0.07 6.84 6.84 1.96 703 58.8 0 In4 4 0.38 1.13 1.13 1.63 704 6.5 0 Olga Ol1 24 0.07 11.44 11.44 1.98 401 47.5 0 Ol2 3 0.52 0.59 0.59 2 402 6 0 Ol3 12 0.07 3.44 3.44 1.96 403 23.5 0 Ol4 4 0.64 2.2 2.2 2 404 8 0 Ol5 1 0.58 0.58 0.58 2 405 2 0 Ol6 1 0.6 0.6 0.6 2 406 2 0 Ol7 2 0.62 0.99 0.99 2.25 407 4.5 0

17.5 HIGH-GRADE ASSAY CAPPING Prior to compositing and grade interpolation the assay datasets were examined on an individual domain basis to determine whether the distribution of grades contained erratic high grade values which could have a large and disproportionate influence in the estimation of the average grade of that domain, i.e., whether the gold data is “nuggety”. A common practice with nuggety gold deposits is to cap any identified erratic high grades. Capping is the practice of resetting all values above a certain threshold value to the threshold value. The assays falling within individual mineralized domains were reviewed in Excel by creating a series of normal distribution graphs and the capping levels, if required, were selected based on these graphs. In some cases of smaller domains, with a limited number of drill holes, several nearby domains were grouped together into a logical set in order to build a statistically meaningful data population. The capping review was completed by means of creating a series of normal distribution charts in Excel. Capping levels, if required, were selected based on these charts. The distribution of assay values generally plot as positively skewed populations with long tails into the higher grade ranges. To better review the distribution of the higher assay values, these populations often required the creation of two distribution plots. The first displayed all data, and the second chart truncated the frequency and thus better displayed the elevated ranges of gold analyses. Figure 17.1 displays all data for Lens El1 and Figure 17.2 displays the data with a truncated frequency axis for the same lens. Capping levels were selected based on where the population lost continuity and began to display discontinuous distribution. In the case for lens El1, capping was selected at 40 g/t Au.

41

Figure 17.1 Distribution of All Assay Values Reporting to Lens El1

Distribution, El-1 Lens Assays, n=3014

0

200

400

600

800

1000

1200

0 5 10 15 20 25 30 35 40 45 50 55 60 65 70 75

Assay Value Au g/t

Freq

uenc

y

0%

20%

40%

60%

80%

100%

120%

Figure 17.2 Distribution of Assay Values Reporting to Lens El1

Frequency Truncated at 60, Capping Level Selected at 40 g/tAu

Distribution, El-1 Lens Assays, n=3014

0

10

20

30

40

50

60

0 5 10 15 20 25 30 35 40 45 50 55 60 65 70 75

Assay Value Au g/t

Freq

uenc

y

0%

20%

40%

60%

80%

100%

120%

42

Capping levels chosen for specific individual lenses are tabulated in Table 17.3.

Table 17.3 Capping Levels Applied to Assays Prior to Computing Composite Grades

Lens

Identification Cap Value

(g/t Au) Highest Uncapped

Grade (g/t Au)

Number of Capped Assays

Cr1 34 186.73 4 Cr2 24 68.5 3 Cr3 20 88.25 1 Cu1 33 45.6 5 Cu12 25 65.07 2 Cu4 20 134.41 1 Cu5 20 74.43 1 El1 40 89.53 6 El2 28 57.4 11 El3 25 47.87 3 El5 24 37.07 4 In1 28 107.4 10

17.6 BULK DENSITY A total of 830 bulk density results have been collected by Rusoro geological field personnel for the Increible 6 project. The bulk density procedure used at Increible 6 involved weighing centimetre-scale pieces of core and then immersing the core in water and measuring the volume of water displaced. The bulk density was then determined by dividing the weight in grams by the volume in cubic centimetres. Micon recommends that future bulk density determinations be made by the more common method of weighing the dry samples suspended in air, and then taking a second weight measurement while the sample is immersed in water. The computation for bulk density determinations will be a ratio between these two measurements. A minimum 15-cm length of core should be used, and larger samples, in the order of 2 to 4 kg, are preferable, if practical. WEIGHT IN AIR

BULK DENSITY = (WEIGHT IN AIR) – (WEIGHT IN WATER) The mean and median value for the entire 830-point dataset is 2.73 grams per cubic centimetre (g/cm3). Of the total of 830 measurements, 308 values fall within the modelled mineralized domains with 70 measurements corresponding to oxide mineralization and 238 corresponding to sulphide mineralization. A statistical review of each of the oxide and sulphide datasets carried out in Excel included the created of distribution plots of the data.

43

The sulphide bulk density data has a mean value of 2.70 and a median of 2.69. Both values are considered to be a reasonable determination for the character of the relatively competent sulphide rock at the Increible 6 project. The tonnage factor used for sulphide material in the current resource estimate is 2.70. The bulk density for oxide material was found to have a mean value of 2.64 and a median of 2.60. These values are considered high for the nature of the oxide material. A conservative tonnage factor of 2.0 was used for oxide material in the current resource estimate. The over-estimation of oxide bulk density values is believed to be a function of erroneous volume determinations. When immersed in water, the oxide material will absorb water into the porous and permeable oxidized portions of the mineralization. This will result the “voids” erroneously not reporting any volume, and as a result the volume estimations are too low. In order to correct in future determinations, a more sophisticated method for oxide determinations will be required. 17.7 GEOLOGICAL MODEL A key component of the resource estimation process is the construction of three-dimensional models (‘wireframes’) of the mineralized domains which correspond to the detailed geological interpretation of the deposit. Domains are constructed in order to group geologically and statistically similar and spatially continuous areas of the deposit for modeling and estimation, so that assay data informs the appropriate areas of the model. Rusoro’s in house geological staff put considerable effort into a geological interpretation on cross-section and plan views incorporating all available data on lithology, structure, alteration, and mineralization. The resulting interpretation included both defining the mineralized domains and locating the depth of oxidation. The geological interpretation of the mineralization was completed on large format hard copy vertical cross-sections. As the interpretation progressed, the correlation from section to section was verified on level plans. The cross-sections are of variable spacing but generally follow a 25-m spacing. The level plans are spaced 20 m apart. For modelling purposes a minimum grade of 0.5 g/t Au and minimum length of 1.5-m were set as the lower limit for inclusion into the resource estimate. Drill hole intervals not meeting these thresholds were set-out to be excluded from the interpreted mineralized lenses. Exceptions to the minimum grade and thickness rules occurred in areas where the mineralization was poorly developed or in areas where intervals of waste were included as dilution within large widths of mineralization. These occurrences are not common and all are considered geologically valid.

44

The resulting geological interpretation was delivered to Micon as two basic components, firstly a series of polylines that define the limits of mineralization, and secondly data were presented in tabular form as ‘from’ and ‘to’ intervals for the bounds of the mineralized intervals. The interpreted lines were digitized using a digitizing tablet and were entered directly into in the Gems database. Both the lines and the mineralized intervals that correspond to specific domains were assigned a unique rock code in the database. The Alphanumereic Rock codes are composed of a 2-letter zone code (Cu=Culebra, Cr=Cristina, El=Elisa, In=Ingrid, Ol=Olga, and En=Enoc, followed by a numeric code between 1 and 37. The lines were validated to ensure they were “snapped” to the mineralized interval contacts. Minor reshaping of the lines was part of this validation step. The purpose of reshaping the lines was to remove any sharp bends as this allows for fewer errors in the computer modeling process. Three dimensional wireframe solids of the domains were created by connecting these lines together with “Tie Lines”. Further editing was applied to some of the polylines lines ensure that valid solids were created. Once valid solids were achieved, an additional validation step was carried out to ensure that the solids intersected the expected portions of the drill holes. This was accomplished by updating the database with the positions where the solids intersected the drill holes. These data were then reviewed to ensure a good translation existed between the interpreted lines and the solids model. The geological interpretation of the mineralized lenses outlined a total of 88 unique lenses mostly falling within four major sub-parallel structures. The mineralization consists of parallel to sub-parallel lenses that have a moderate southerly dip. In several locations the lenses are close together and at times are in contact with each other. Solids representing the mineralized lenses were allowed to overlap. Over-reporting tonnage during resource reporting was avoided by assigning a valid “order of precedence” to the solids. These wire frames of the mineralized domains were used as hard boundaries for grade modeling. Table 17.4 details the 88 modeled mineralized lenses (domains), including the deposit area which they belong to, the number of holes that define each lens, as well as statistics on the sample lengths and assay grades.

45

Table 17.4 Assay Statistics for Modeled Mineralized Domains

Lens

Identification Number

of Holes

Number of

Assays

Mean of Uncapped

Assays (g/t Au)

Mean of Capped Assays (g/t Au)

Lowest Assay

(g/t Au)

Highest Assay

(g/t Au)

Max Assay Value

used in 2007

Resource (After

Capping)

Total Length

of Samples

(m)

Shortest Sample

(m)

Longest Sample

(m)

Rock Code

Cristina Cr1 49 398 3.58 2.86 0.01 186.73 34 369.03 0.25 1.5 201 Cr2 42 373 2.46 2.28 0.06 68.5 24 362.7 0.15 2 202 Cr3 24 143 1.98 1.51 0.07 88.25 20 136 0.21 1.5 203 Cr4 15 85 1.34 1.34 0.07 13.87 13.87 80.8 0.5 1.5 204 Cr5 12 49 1.11 1.11 0.07 5.63 5.63 38.3 0.2 1 205 Cr6 11 43 1.14 1.14 0.07 6.17 6.17 43 0.5 1.5 206 Cr7 7 22 1.79 1.79 0.07 8.53 8.53 23 0.5 1.5 207 Cr8 5 14 1.14 1.14 0.07 7.71 7.71 14.2 0.5 1.5 208 Cr9 2 4 0.72 0.72 0.07 1.19 1.19 4 1 1 209 Cr10 1 2 0.78 0.78 0.07 1.5 1.5 2 1 1 210 Cr11 1 2 0.82 0.82 0.27 1.37 1.37 2 1 1 211 Cr12 1 6 0.55 0.55 0.07 1.37 1.37 6 1 1 212 Cr13 1 2 0.77 0.77 0.27 1.27 1.27 2 1 1 213 Cr14 1 3 0.81 0.81 0.07 1.67 1.67 2.35 0.35 1 214 Cr15 1 2 0.47 0.47 0.2 0.73 0.73 2 1 1 215 Cr16 1 2 4.92 4.92 4.77 5.07 5.07 2 0.5 1.5 216 Cr17 1 2 3.24 3.24 0.07 6.41 6.41 2 1 1 217 Cr18 1 2 1.15 1.15 0.88 1.43 1.43 2 1 1 218 Cr19 2 4 0.5 0.5 0.27 0.96 0.96 4 1 1 219 Cr20 1 3 1.09 1.09 0.07 2.21 2.21 3 1 1 220 Cr21 1 3 0.62 0.62 0.07 1.24 1.24 3 1 1 221 Cr22 1 3 0.43 0.43 0.07 0.79 0.79 3 1 1 222 Cr23 1 6 0.63 0.63 0.07 2.34 2.34 6 1 1 223 Culebra Cu1 76 945 2.93 2.89 0.01 45.6 33 896.7 0.24 1.5 501 Cu2 27 218 1.92 1.92 0.07 20.99 20.99 203.87 0.21 1 502 Cu3 55 961 1.39 1.39 0.03 19.26 19.26 947.37 0.2 1.5 503 Cu4 41 371 1.82 1.51 0.02 134.41 20 351 0.24 1.5 504 Cu5 21 83 1.8 1.15 0.01 74.43 20 80.9 0.5 1.5 505 Cu6 16 82 2.01 2.01 0.07 14.83 14.83 78.5 0.39 1 506 Cu7 7 41 0.6 0.6 0.07 3.18 3.18 40 0.5 1 507 Cu8 5 11 2.67 2.67 0.07 11.54 11.54 10.5 0.5 1 508 Cu10 1 2 0.83 0.83 0.07 1.6 1.6 2 1 1 510 Cu11 7 48 1.43 1.43 0.07 8.86 8.86 46.9 0.45 1 511 Cu12 25 267 2.61 2.42 0.05 65.07 25 245.4 0.2 1.5 512 Cu13 1 3 2.31 2.31 0.46 5.9 5.9 3 1 1 513 Cu14 1 3 0.87 0.87 0.68 0.99 0.99 3 1 1 514 Cu18 1 4 1 1 0.07 2.27 2.27 4 1 1 518 Cu19 1 2 0.82 0.82 0.07 1.58 1.58 2 1 1 519 Cu21 2 10 0.72 0.72 0.3 1.99 1.99 10 1 1 521 Cu22 1 2 0.67 0.67 0.33 1.01 1.01 2 1 1 522 Cu24 2 5 0.69 0.69 0.11 1.47 1.47 5 1 1 524 Cu25 1 2 0.63 0.63 0.52 0.74 0.74 2 1 1 525 Cu26 1 2 1.3 1.3 0.4 2.2 2.2 2 1 1 526 Cu27 1 2 5.93 5.93 0.07 11.8 11.8 2 1 1 527 Cu28 1 2 0.63 0.63 0.07 1.2 1.2 2 0.8 1.2 528 Elisa El1 134 3014 2.56 2.52 0.01 89.53 40 2,549.62 0.1 2 601 El2 116 1845 2.07 1.99 0.04 57.4 28 1,713.11 0.13 2 602 El3 43 320 2.22 2.1 0.07 47.87 25 289.66 0.15 2 603 El4 11 126 1.76 1.76 0.07 25 25 97.47 0.26 1.13 604 El5 16 289 2.68 2.54 0.01 37.07 24 270.8 0.3 1.2 605 El6 8 39 2 2 0.07 26.83 26.83 34.2 0.2 1 606 El7 3 10 0.83 0.83 0.07 2.57 2.57 9.2 0.5 1 607 El8 2 5 0.62 0.62 0.18 1.2 1.2 5 1 1 608 El9 4 25 1.22 1.22 0.11 4.86 4.86 24.15 0.35 2 609 El10 2 7 1.2 1.2 0.07 3.81 3.81 9 0.5 2.5 610 El11 3 6 1.19 1.19 0.07 2.67 2.67 6 1 1 611 El12 3 6 1.52 1.52 0.24 6 6 5.5 0.5 1 612 El13 6 18 0.71 0.71 0.07 3.87 3.87 14 0.5 1 613

46

Lens Identification

Number of

Holes

Number of

Assays

Mean of Uncapped

Assays (g/t Au)

Mean of Capped Assays (g/t Au)

Lowest Assay

(g/t Au)

Highest Assay

(g/t Au)

Max Assay Value

used in 2007

Resource (After

Capping)

Total Length

of Samples

(m)

Shortest Sample

(m)

Longest Rock Sample Code

(m)

El14 3 45 4.36 4.36 0.07 25.05 25.05 44.5 0.5 1 614 El15 1 2 0.55 0.55 0.07 1.03 1.03 2 1 1 615 El16 1 2 0.63 0.63 0.5 0.77 0.77 1.57 0.55 1.02 616 El18 1 3 0.68 0.68 0.51 1 1 3 1 1 618 El19 1 4 0.6 0.6 0.53 0.67 0.67 2.5 0.5 1 619 El20 1 4 0.7 0.7 0.07 1.53 1.53 3.3 0.3 1 620 El22 1 3 0.64 0.64 0.07 1.5 1.5 1.5 0.5 0.5 622 El24 1 3 0.44 0.44 0.1 0.67 0.67 2 0.5 1 624 El25 1 2 0.63 0.63 0.53 0.73 0.73 1.7 0.7 1 625 El26 1 2 0.57 0.57 0.07 1.07 1.07 1.5 0.5 1 626 El27 1 2 3.28 3.28 0.07 6.5 6.5 2 1 1 627 El28 1 2 1.2 1.2 0.07 2.33 2.33 2 1 1 628 El29 1 4 0.59 0.59 0.22 1.03 1.03 4 1 1 629 El31 1 2 0.56 0.56 0.48 0.63 0.63 2 1 1 631 El34 1 2 1.17 1.17 0.07 2.27 2.27 2 1 1 634 El35 1 2 0.87 0.87 0.24 1.5 1.5 2 1 1 635 El37 1 2 0.73 0.73 0.07 1.4 1.4 2 1 1 637 Enoc En1 13 40 1.77 1.77 0 9.76 9.76 36.8 0.5 1.5 301 En2 7 37 1.31 1.31 0.07 8.39 8.39 32.45 0.5 1 302 Ingrid In1 108 1080 2.48 2.27 0.01 107.4 28 910.2 0.08 3 701 In2 31 194 1.71 1.71 0.07 14.87 14.87 178.9 0.4 3 702 In3 14 64 1.24 1.24 0.03 8 8 59 0.24 2 703 In4 2 7 0.72 0.72 0 1.42 1.42 6.5 0.5 1 704 Olga Ol1 8 52 2.85 2.85 0.07 23.12 23.12 47.5 0.3 1 401 Ol2 3 6 0.56 0.56 0.4 0.64 0.64 6 1 1 402 Ol3 6 26 1.48 1.48 0.07 3.95 3.95 23.5 0.5 1 403 Ol4 3 8 1.08 1.08 0.25 2.2 2.2 8 1 1 404 Ol5 1 2 0.58 0.58 0.48 0.68 0.68 2 1 1 405 Ol6 1 2 0.6 0.6 0.07 1.13 1.13 2 1 1 406 Ol7 1 4 0.74 0.74 0.3 1.11 1.11 4.5 1 1.5 407

Rusoro’s geological interpretation also included identifying the depth to which oxidation has occurred. The depth of oxidation was digitized on screen on vertical cross-sections. The digitized lines were joined to create a surface, labelled “Ox_Base\Sep17-07\Clipped”, which represents the interface between oxide and sulphide mineralization. A topographic surface was also required to complete the geological model. This surface was generated by pressing a Laplace grid onto elevation value of the drill collars. This surface, although not ideal, is adequate for the purposes of this resource model as surface relief in the area is relatively gentle. The surface generated to represent topography is “Topo_All\Jul 15-07\Clip”. As the project advances a more refined topographic surface will be required. All resource surfaces and solids can be loaded in Gems by use of the solids selection list “ProyIncrAug07ResMinSolids-Surfaces_Oct7-2007.SS2” Figures 17.3 and 17.4 display typical cross-sections through the interpreted mineralized zones.

47

Figure 17.3 Typical Cross Showing Geological Interpretation Section 2175E

Figure 17.4 Typical Cross-Section with Geological Interpretation 4160E

48

17.7.1 Grade-Thickness Contours As part of the geological interpretation, a series of large format plots were created that display the product of the true-thickness multiplied by the uncapped grade of the mineralized interval (grade-thickness). This approach was used to determine if any trends in the mineralization could be identified. The grade-thickness data were reviewed for 24 lenses, all of which were plotted on inclined longitudinal sections. The grade-thickness values were hand contoured and the results incorporated into the grade modeling. Lenses from all five deposit areas were reviewed and these include Elisa: El1, El2, El3, El4, El5; Ingrid: In3, In1, In2; Cristina: Cr1, Cr2, Cr3, Cr4, Cr5, Cr6; Enoc: En1, En2; Olga: Ol1, Ol3; and, Culebra: Cu1, Cu2, Cu3, Cu4, Cu5, Cu6. Not all of these lenses had an adequate number of points to allow for meaningful contoured results but those that did, displayed a reasonably well pronounced plunge to the mineralization. The plunge ranged from approximately minus 45o to minus 55o to the southeast. This characteristic plunge was incorporated into the parameters used for grade interpolation. Figures 17.5 and 17.6 are typical long section grade-thickness contour plots.

Figure 17.5 Longitudinal Section Displaying Grade Thickness Contours for Lens Cr1

49

Figure 17.6 Longitudinal Section Displaying Grade Thickness Contours for Lens Cr1

17.8 BLOCK MODELS The present, 2007 resource estimate for Increible 6 was completed using a partial block model with wire frame solids that represent mineralized lenses. All mineralized lenses and their related block model data is maintained in the block model project “Aug07Res”. The block model is defined by the parameters shown in Table 17.5, below. Block size is 5 m by 10 m by 10 m with the 5-m dimension being in the north-south direction. Blocks are oriented east-west and vertical. There is no rotation of the blocks. The overall dimensions of the model were designed to extend far enough beyond the extent of the mineralization to allow for any likely pit runs to still fall within the defined block model limits.

Table 17.5 Increible 6 Block Model Parameters

Model Origin1 Number of Blocks Block Size

(m) Easting (x) 620500 450 columns 10 Northing (y) 815900 360 rows 5 Elevation (z) 300 m 85 levels 10

1 The convention used in Gemcom, and duplicated here, is to define the block model origin by specifying the Minimum X and Y coordinates and the Maximum Z coordinates of the the outer edge (not the centroid) of the first block at the origin of the model.

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Gems block indexing has Level-1 at the top of the model. Row-1 is located at the north end of the model with the row count increasing to the south. Column-1 is located at the extreme western edge of the model. Columns increase in count to the east. Therefore, the block referenced as row-column-level 1-1-1 is at the uppermost northwest limit of the model.

As part of the block model setup, the 88 alpha-numeric rock codes used to identify the mineralized lenses and their respective mineralized intervals were assigned a unique three-digit integer code that Gems Software references during grade interpolation. This three digit numeric code is what the software references calculating grade. Block grades for a given domain are based purely on the composites that have the same three digit numeric code.

Because some of the mineralized lenses are in close proximity to each other, it is required that the block model project be set up with multiple folders. Three folders were used to maintain detailed mechanics of the modeling results. These folders are “Standard”, “Standard_2”, and “Standard_3”. There is also a fourth folder, “Plot_Lith-Au”.

The Plot_Lith-Au folder is used strictly for general purposes such as validation plots. No resource reporting should be carried out with the contents of this folder.

Multiple folders is a method employed by Gems Software that allows block model projects to accurately handle the situation where more than one mineralized lens occurs in a single block. The setup requires that the rock codes, or integer codes, be mapped to a specific folder. As long as the lenses that share part of a single block are mapped to different folders, the data for each integer code is tracked accurately in their respective folders.

In cases where mineralized solids overlap Gems employs a feature referred to as the level of precedence. Mineralized lenses that are highest in the level of precedence will have their tonnes and grades report out, while those of lower order precedence will not report any part of the overlapping volume. The levels of precedence are set manually.

Block models were generated for rock type, grade, density, true distance to nearest composite, anisotropic distance to nearest composite, and percent. The percent model carries the percent of the block that is within the mineralized solid. 17.9 GRADE INTERPOLATION Grade interpolation was carried out by means of an ID-2 computation and was completed in a series of passes. Up to five passes were used to complete the grade modeling. The initial pass of grade interpolation used the most restrictive parameters and each subsequent run employed more relaxed parameters. The parameters set in the first pass include a search ellipse of 100 m by 50 m by 25 m. In that search ellipse, a minimum of 12 composites were needed to estimate grade with no more than four composites being taken from a single hole. A maximum of 24 composites, if available in that ellipse, would have been used in the grade estimation. If these parameters were not fulfilled, grade was not interpolated and a subsequent, less restrictive pass was run.

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Each subsequent run did not overwrite the grade results for previous passes. The successive passes of grade interpolation had either the search ellipse increased or had a reduction in the minimum number of composites required to successively interpolate grade. Up to five passes were required to fill the model with grade. Table 17.6 details the parameters used in these five passes.

Table 17.6 Parameters Used in the Five Passes of Grade Interpolation

Interpolation

Run Maximum Number of Composites

per Hole

Minimum Number of Composites

Maximum Number of

Composites, Total

Ellipse Dimensions Plunge/Strike/Across Dip

(m)

Pass #1 4 12 24 100 / 50 / 25 Pass #2 4 9 24 100 / 50 / 25 Pass #3 4 9 24 150 / 75 / 37.5 Pass #4 3 4 24 150 / 75 / 37.5 Pass #5 2 2 24 250 / 250 / 125

The orientation of the search ellipse for each of these passes was based on information gathered from the grade-thickness contours (discussed in Section 17.1.1 above). The long axis of the search ellipse was oriented down the plunge outlined by the contours. The mid-length axis was oriented along the strike of lens, and the short axis set across the dip of the lens. Once the basic geometry of the search ellipse was selected, each of the 88 mineralized lenses was manually reviewed in plan view and in cross-section for local variations in strike and dip. Adjustments to the strike and dip of the search ellipse were implemented such that the search would be co-incident with the local trend of the lens. Multiple passes of grade interpolation were run in order to accommodate the local variations in strike and dip of the mineralized lenses. Up to five passes were carried out for certain of the 88 lenses and a total of 559 interpolation passes were required to populate the grade models in the three folders. 17.10 RESOURCE CLASSIFICATION The resource estimates presented in this report are classified as Indicated and Inferred Mineral Resources as defined by the Companion Policy to NI 43-101 (NI 43-101 CP). Only 24 of the total 88 lenses (domains) were considered as possible candidates for carrying Indicated resources. Of these 24, only 21 lenses successfully met all requirements to be deemed to carry Indicated Mineral Resources. These 21 lenses include the Cristina lenses: Cr1, Cr2, Cr3, Cr4, Cr5, Cr6; Culebra lenses: Cu1, Cu12, Cu2, Cu3, Cu4, Cu5, Cu6; the Elisa lenses: El1, El2, El3; the Ingrid lenses: In1, In2, In3; and the Olga lenses: Ol1, Ol3.

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These 21 lenses had sufficient number and distribution of drill holes, and sufficiently strong evidence of geological continuity, to be considered for inclusion in the Indicated category. Blocks within the selected domains were then categorized as an Indicated Mineral Resource if at least three holes fell within a 66 m by 45 m by 30 m search ellipse around that block. In up-grading blocks to the Indicated category an additional restriction was applied that if more than one of the drill holes contributing composites to a block contained only a single 2-m composite, then a fourth hole was required to fall within the 66 m by 45 m by 30 m ellipse before the block was categorized as Indicated. This restriction serves to discount the influence of narrow mineralization, particularly along the periphery of the interpreted zones. After initial runs to mathematically select the blocks that meet the above Indicated Mineral Resource selection criteria a manual review was then carried out to validate the results. The blocks that were initially tagged as possible “Indicated” resources were loaded on a lens-by-lens basis and displayed on longitudinal section. In this manual step, any isolated blocks, or small groups of blocks, which were not contiguous enough to be geologically and economically meaningful were down-graded to the Inferred category. The result of this manual validation step downgraded all of the Indicated resources in three of the initial 24 lenses and, in the remaining 21 lenses, only those areas of Indicated Resource which were showed sufficient continuity to be geologically and economically meaningful were retained. 17.11 BLOCK MODEL VALIDATION Visual validation of the block model was carried out in both sectional and plan views. Grade interpolation into blocks was checked relative to composite values. The checks showed good agreement between drill hole composites and block model grades. The models and database were checked for proper coding of drill hole intervals, composites and block model cells. Calculated volumes of individual domains were confirmed. For each interpolation pass a manual comparison was made of the difference between the mean composite grades versus the mean grade of the interpolated blocks and all interpolation passes were found to have produced acceptable results. Figure 17.7 shows a plan view of the block model with mineralized blocks highlighted. Figure 17.8 shows a typical cross-section through the mineralized zones with Indicated and Inferred blocks highlighted, while Figure 17.9 shows the same cross-section with only the Indicated blocks highlighted.

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Figure 17.7 Typical Plan View Showing Block Grades

Grades ranges are >4.0g/t Au in Yellow, 3.0 – 4.0 in Magenta, 2.0 – 3.0g/tAu in red, 1.0 – 2.0g/tAu in blue, 0.5 – 1.0g/tAu in black, and <0.5g/tAu in grey.

Figure 17.8 Typical Cross-Section Showing Block Grades


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Figure 17.9 Typical Cross-Section Showing Only Indicated Block Grades


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18.0 OTHER RELEVANT DATA AND INFORMATION Micon is not aware of any additional information or explanation necessary to make this technical report understandable and not misleading.

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19.0 INTERPRETATION AND CONCLUSIONS In Micon’s opinion, at the current stage of project development, Rusoro has developed an appropriate, albeit still evolving, model of the geological controls on mineralization at the Increible 6 deposit. Further, Rusoro has ensured that its exploration programs, including the underlying QA/QC regime, are supervised by appropriate Qualified Persons and that the processes of collecting and recording exploration data are transparent, well documented, and meet appropriate industry standards for regulatory compliance. Rusoro’s ongoing exploration program at Increible 6 continues to define and expand a significant gold deposit or number of gold deposits. The recent acquisition by Rusoro of the Choco 10 mine, including an operating milling facility, located 12 km from the Increible 6 deposit, suggests that future economic assessment of Increible 6 should include examination of the potential for early exploitation of the deposit through a shared milling facility.

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20.0 RECOMMENDATIONS On the basis of Micon’s review of Rusoro’s exploration practices and the resulting database, on the geology and mineralization found on the Increible 6 project, and on the mineral resource estimates that are the subject of this Technical Report, the following are recommended:

1) Carry out a preliminary economic assessment (PEA) of the Increible 6 gold deposits with consideration of both a stand alone scenario, and a scenario involving trucking Increible 6 ore to the Choco 10 mill, located 12 km away.

2) Review the Increible 6 geological model in light of the current three-dimensional

mineralized domains in order to further refine the domain outlines prior to the next update to the mineral resource estimate.

3) Complete additional drilling in order to upgrade the resource category of current

resources, test for possible extensions of the currently defined zones, test additional outside anomalies and targets defined by geophysics and surface geology/geochemistry.

4) In future drilling programs, cross-sections showing the current domains and interpretation should be on hand for geologists in the core shack. Loggers should plot their data on these sections each day and should interpret lithologic, alteration, mineralization and oxidation boundaries. Additional details, such as structural measurements and sulphide abundances, should be routinely recorded in drill logs. Consideration should be given to having geologists log direct-to-computer in the coreshack.

5) Consider implementing a more sophisticated computerized database management

system for dealing with the large volume of exploration data being generated by the project. The “DataShed” system being used at the nearby Choco 10 deposit, which Rusoro recently acquired, is a good example.

6) Continue to regularly review of results of QA/QC sampling, including periodic

reviews by independent auditors.

7) Micon has reviewed Rusoro’s proposed US$6.3 million Increible 6 exploration budget for the 12-month period January through December, 2008 as summarized in Table 20.1. Micon considers the proposed expenditures to be reasonable and warranted, given the continued drill success at Increible 6, the need for infill drilling to increase confidence in the existing resource, the potential to define extensions to the existing mineralized zones, and the exploration potential of peripheral targets on the property.

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Table 20.1 Proposed 12-Month (January to December, 2008) Exploration Budget for the Increible 6 Project

Item Amount

(Thousand US$) Drilling (50,000m @ $90 per meter) 4,500 Assays 750 Geology and support 250 Metallurgical testing 25 Enviromental baseline study 25 Preliminary Economic Assessment 100 Permitting 50 Roads/Infrastructure 50 10% contingency 575 Total 6,325

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21.0 SIGNATURE PAGE This report titled “Technical Report on the Increible 6 Project, Bolivar State, Venezuela”, with an effective date of November 14, 2007, prepared for Rusoro Mining Ltd. and dated November 14, 2007, was prepared by the following 2 authors: “Dave Laudrum” Date: November 14, 2007 Dave Laudrum, P. Geo. Senior Associate Geologist Micon International Limited “John Zbeetnof” Date: November 14, 2007 John Zbeetnof, P. Geo. Consulting Geologist

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22.0 REFERENCES Alford, C., 1995, Geological Report for Lo Increible 6, Bolivar State, Venezuela. Report for Golden Star Resources Ltd. Barnard, F., 2004, Newton Ventures Ltd. Gold Concessions, Bolivar State, Venezuela. Private Report to Newton Ventures Ltd. Gow, N., 2004, An Audit of Diamond Drilling, Sampling, the Assay Laboratory and Reserve calculations at Newton Ventures Ltd. Gold Concessions in Bolivar State, Venezuela. Private Report for Newton Ventures Ltd. Gow, N., August 2006, Technical Report and Mineral Resource Statement on the Increible 6 Project, Bolivar State, Venezuela, Prepared for Newton Ventures Ltd. By Scott Wilson Roscoe Postle Associates Inc. Parker, T.H., 2004, Analysis of Rock Density San Rafael-El Placer Area, Venezuela. Letter to Nr. A. Agapov. Pressacco, R., April 2004, Technical Due Diligence Review of the Mineral Assets of Mineria M-S CA. Prepared for BMO Nesbitt Burns by Micon International Limited. Rios, J.H., Guia de la Excursion Maiquetia-Cuidad Guayana-El Pao-Upata-Guisipati-Tumeremo-Santa Elena de Uairen-Canaima Maiquetia. Excursiones, Código Geólogico de Venezuela. Ristorcelli, S., Ronning, P., and Prenn, N., 2005, Updated Technical report on the Choco Project Gold Resources and Reserves, Bolivar State, Venezuela. Report for Bolivar Gold Corp. Smith, G., 2004, Drilling Proposal for the Increible 6 Gold Project, Bolivar State, Venezuela. Memorandum to Mena Resources Inc. Smith, G., 2004, Technical Report on the Bolivar State Gold Projects including the Emilia Mill Complex, Bolivar State, Venezuela, South America. Private report for Newton Ventures Ltd. Smith, G., Summary of Additional Results for Check Assays on Drill Samples from the Increible Project. Mena Resources Inc. Memorandum. Smith, G., June 2007, Summary of the Quality Assurance / Quality control Proceedures During the 2004 – 2007 Drilling Program on the Increible 6 Gold Project, Bolivar State Venezuela.

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Certificate of Qualifications for Dave Laudrum I, Dave Laudrum, a Consulting Geologist residing at 26–1200 Edgewater Drive, Squamish, British Columbia, do hereby certify that:

1. I am one of the 2 co-authors of the report entitled “Technical Report on the Increible 6 Property, Bolivar State, Venezuela”, dated November 14, 2007 and then re-issued in revised form on February 14, 2008. I am responsible for all sections of the Technical Report except for Section 17, “Mineral Resource and Mineral Reserve Estimates” which was prepared by my co-author John Zbeetnof, P. Geo.

2. I carried out this assignment as a Senior Associate of Micon International Limited, Suite

205 – 700 W. Pender St, Vancouver, BC, tel. (604) 647-6463, fax (604) 647-6455, E-mail [email protected].

3. I hold the following academic qualification:

B.Sc, Specialization in Geology, Lakehead University, 1987.

4. I am a registered Professional Geoscientist with the Association of Professional Engineers and Geoscientists of British Columbia; as well, I am a member in good standing of other technical associations and societies, including:

Fellow of the Geological Association of Canada. Member of the Society of Economic Geologists. Member of the Canadian Institute of Mining and Metallurgy. Member of the Prospectors and Developers Association of Canada. Member of the Association for Mineral Exploration BC.

5. I have worked in the minerals industry for over 20 years on a variety of mine production and exploration projects with Junior and Senior companies and as a Consultant. I have held senior management roles ranging from Project Manager, to Senior Mine Geologist to VP Project Development, to President and Director of a public mining exploration company. My experience includes mineral exploration, advanced exploration and mine development, underground mine production, mineral resource estimation, Pre-Feasibility and Feasibility Studies, permitting and environmental compliance. I have managed or consulted on precious and base metal projects in a variety of geological, and business, environments in North America, Central and South America, the Carribean, Asia, and Europe.

6. I have read National Instrument 43-101 and, by reason of education, experience and

professional registration, I fulfill the requirements of a Qualified Person as defined in NI 43-101. This technical report has been prepared in compliance with NI 43-101.

7. I visited the subject property and reviewed data and drill core on December 8 to 13,

2006

8. I have had no prior involvement with the mineral property in question.

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9. As of the date of this certificate, to the best of my knowledge, information and belief, the technical report contains all scientific and technical information that is required to be disclosed to make the technical report not misleading.

10. I am independent of the parties involved in the transaction for which this report is

required, other than providing consulting services; Dated this 14th day of February, 2008 (signed) ‘Dave Laudrum’ . Signature of Qualified Person Dave Laudrum, P.Geo. (Professional Seal) Name of Qualified Person

63

Certificate of Qualifications for John Zbeetnoff

I, John Zbeetnoff, a Consulting Geologist residing at 4343 Glencanyon Drive, North Vancouver, British Columbia, e-mail [email protected], do hereby certify that:

1. I am one of the 2 co-authors of the report entitled “Technical Report on the Increible 6 Property, Bolivar State, Venezuela”, dated November 14, 2007, and then issued in revised form on February 14, 2008. I am responsible for Section 17, “Mineral Resource and Mineral Reserve Estimates”. My co-author, Dave Laudrum was responsible for all other sections of the Technical Report.

2. I carried out this assignment as a Consulting Geologist.

3. I hold the following academic qualification: B.Sc., Geology, University of Saskatchewan, 1985.

4. I am a registered Professional Geoscientist with the Association of Professional Engineers and Geoscientists of British Columbia; as well, I am a member in good standing of other technical associations and societies, including:

Fellow of the Geological Association of Canada. Member of the Canadian Institute of Mining and Metallurgy.

5. I have worked in the minerals industry for over 21 years on a variety of mine production and exploration projects with junior mining and exploration companies and as a Consultant. My experience includes resource estimate calculations, and exploration ranging from grass roots to advanced programs. I have worked on precious and base metal projects in a variety of geological settings in Canada, the United States, Western and Southern Africa, Mexico and in South East Asia.

6. I have read National Instrument 43-101 and, by reason of education, experience

and professional registration, I fulfill the requirements of a Qualified Person as defined in NI 43-101. This technical report has been prepared in compliance with NI 43-101.

7. I have not visited the subject property, but have reviewed the technical data.

8. I have had no prior involvement with the mineral property in question.

9. As of the date of this certificate, to the best of my knowledge, information and

belief, the technical report contains all scientific and technical information that is required to be disclosed to make the technical report not misleading.

10. I am independent of the parties involved in the transaction for which this report

is required, other than providing consulting services;

John Zbeetnoff, P.Geo.

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mailto:[email protected]

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Consulting Geologist Dated this 18th day of February, 2008

(signed) ‘John Zbeetnoff’ . Signature of Qualified Person

John Zbeetnoff, P.Geo. (Professional Seal) Name of Qualified Person

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