Temex Resources Corp - Webequie Nickel-Copper-PGE Project - Background

Timmins Gold Project Juby Gold Project Gowganda Silver Project Webequie Nickel-Copper-PGE Project Latchford Gold Project Wilson Lake and Latchford Diamond Project Uranium Project Maps & Photos

BACKGROUND

In September 2007, Temex initiated a program of land acquisition with partner MacDonald Mines Exploration Ltd. ("MacDonald") in the area of the nickel-copper-platinum group element discovery on the Noront Resources Ltd. ("Noront") Double Eagle Project. Noront has reported several significant drill hole intersections including NOT-07-05 grading 4.1% nickel, 2.2% copper, 2.1 g/t platinum and 7.1 g/t palladium over 117.40 metres (www.norontresources.com corporate presentation January 2008).

Temex continued to acquire claims with various partners including MacDonald, Noront, Canadian Orebodies Inc. ("Canadian Orebodies") formerly Baltic Resources Inc. and East West Resource Corporation ("East West"). By September 2008, 9,395 claim units totalling 375,400 acres had been acquired. Temex interests range from residual royalties to 100% interest. Land acquisition focused on acquiring ground that covers regional airborne magnetic signatures interpreted to represent favourable geological units for magmatic sulphide deposits hosted in mafic and ultramafic intrusives, as well as volcanogenic massive sulphide mineralization. Furthermore, data compilation allowed Temex to acquire ground with untested direct targets from previous workers. The geological environment is also favourable for mesothermal gold deposits and diamondiferous kimberlites.

In the fall of 2007, MacDonald, operator for the Temex / MacDonald partnership, began exploration work on the joint venture claims. This work included line cutting, ground and airborne geophysical surveying. Diamond drilling of two holes commenced in December 2007 and the program is planned to resume in summer 2008.

In the winter of 2008, Temex conducted airborne magnetic and electromagnetic geophysical surveying on most of its 100% claims and certain claims subject to earn-ins by partners. Data is being evaluated and will be followed up by ground geophysicsal surveying where warranted and priority targets will be drill tested beginning summer 2008.

The area of the Project is part of the traditional land use areas of the communities of Webequie, Marten Falls and Neskantaga First Nations. Contact with these communities is at different stages and Temex is looking forward to advancing mutually beneficial relationships.

Summary of Agreements for the Webequie Nickel-Copper-PGE Project

2007 September. 50% Temex / 50% MacDonald Mines Ltd. Joint Venture Agreement on York, Howe, Bay, Duncan, Hornby, Pender and King Properties. An initial exploration program of not less than $1.0 million is to be conducted on or before the first anniversary date; MacDonald Mines is the initial operator.

2007 September. 25% Temex / 25% MacDonald Mines Exploration Ltd. / 50% Canadian Orebodies Inc. (formerly Baltic Resources Inc.) Joint Venture Agreement on Wellington, Richmond and Adelaide Properties. An initial exploration program of not less than $1.0 million is to be conducted on or before the first anniversary date; MacDonald Mines is the initial operator.

2007 December. Temex / Noront Resources Ltd. / Canadian Orebodies Inc. (formerly Baltic Resources Inc.) Staking Syndicate Agreement. The agreement is subject to a 2% NSR royalty and, in the event of diamond production, a 2% GOR royalty on each of the other party's claims. Each party is responsible for operating on their 100% owned claims.

2007 December. Temex / Mill City Gold Corp. Option and Joint Venture Agreement on Northern Star Eagle and Southern Star Eagle Properties. Mill City was granted the option to earn a 50% interest in the claims provided that Mill City makes a cash payment of $300,000 (completed), issues an aggregate of 500,000 shares (250,000 issued) by December 12, 2008 and incurs not less than $2.5 million in exploration expenditures in staged amounts on or before December 12, 2010. Certain of the claims covered by the agreement are subject to a 2% NSR royalty or a GOR royalty under the Temex / Noront Resources / Canadian Orebodies Staking Syndicate Agreement.

2008 January. Temex / East West Resource Corporation Option and Joint Venture Agreement on GP Property. East West was granted the option to earn a 50% interest in the claims provided that East West makes a cash payment of $100,000 (completed), issues an aggregate of 500,000 shares (250,000 issued) by January 29, 2010 and incurs not less than $1.0 million in exploration expenditures in staged amounts on or before January 29, 2011. The Company is the operator.

2008 January. 50% Temex / 50% East West Resource Corporation Joint Venture Agreement on GP2 Property. An initial exploration program of not less than $1.0 million is to be conducted; the Company is the operator.

2008 January. 50% Temex / 50% East West Resource Corporation Joint Venture Agreement on Fishhook Property. An initial exploration program of not less than $1.0 million is to be conducted; East West is the operator.

2008 August. Noront Resources Ltd. entered into an Option and Joint Venture Agreement to earn a 10% interest in 916 claim units of the 1,123 claim units Fishhook Property by paying $100,000 upon execution of the Agreement and by spending $500,000 in exploration in the first year. Noront can earn up to a 60% interest by making payments totalling $600,000 and spending $4.5 million over three years.

2008 September. Gee-Ten Ventures Inc. entered into a Letter of Intent granting Gee-Ten the option to earn a 50% interest in 208 claim units of the 1,123 claim units Fishhook Property (the North Trap Property) by making cash payments totalling $150,000, including an initial cash payment of $60,000, issuing 200,000 shares over the next four years, including an initial issuance of 50,000 shares, and by spending $600,000 in the first year and an aggregate of $3.0 million over the earn-in period of three years. When the terms have been met, a Joint Venture will be formed to further explore and develop the North Trap Property. Gee-Ten will have the option to earn an additional 10% interest by spending an aggregate of $4.0 million in exploration expenditures, and a further 5% interest following the preparation of a feasibility study. East West is acting as operator of the exploration programs during the earn-in period.

2008 September. Mill City was granted the option earn a 50% interest in the GP2 Property by issuing an aggregate of 1,000,000 shares to Temex and East West, of which 750,000 are due on signing, and by spending an aggregate of $5.0 million in exploration on the Property over three years. During the earn-in period, Mill City has appointed Temex as the Agent to carry out the exploration programs, which will be managed in the field by East West. Once Mill City has exercised the option to earn a 50% interest, Temex has the option to participate in the Joint Venture at 25% interest or to revert to a 7.5% interest carried to production.

Other Properties: Temex 100%. The Company has acquired an additional 195 claims totalling 2,704 units that are not presently subject to any other agreements.

Webequie Land Position

| | | | | |