Mr. Randy Reifel reports

GUNPOINT SIGNS OPTION AGREEMENT TO SELL 100% INTEREST IN TALAPOOSA PROJECT

Gunpoint Exploration Ltd. has signed an option agreement with Timberline Resources Corp., whereby Gunpoint has granted Timberline an option to acquire a 100-per-cent interest in Gunpoint's Talapoosa gold project located in Nevada.

Gunpoint acquired Talapoosa from Chesapeake Gold Corp. for consideration that resulted in Chesapeake becoming a majority shareholder with a 73-per-cent interest in Gunpoint. Since acquisition, Gunpoint has conducted extensive exploration work on Talapoosa, including core drilling and metallurgical testing. The exploration work increased the size of the mineral resource and gold grade, compared with the previous resource estimate, by 40 per cent and 20 per cent, respectively (see National Instrument 43-101 "Technical Report and Resource Estimate on the Talapoosa Project, Nevada," dated April 12, 2013, prepared by Tetra Tech). In addition, the technical work indicated that Talapoosa is amenable to a heap leach operation, which has attracted industry interest in the project.

Pursuant to the option agreement, Timberline may exercise its option to acquire a 100-per-cent interest in Talapoosa, subject to the following terms and conditions:

• In consideration for the option, Timberline will pay Gunpoint $300,000 (U.S.) ($100,000 (U.S.) at closing and the balance within 180 days after closing) and will issue to Gunpoint two million shares of common stock of Timberline (subject to staged vesting over 24 months from closing);
• The option is exercisable by Timberline within 30 months from March 12, 2015;
• Timberline will use its reasonable efforts to complete a feasibility study on Talapoosa within the option period;
• Any time during the option period, Timberline may exercise the option to purchase 100 per cent of Talapoosa by paying Gunpoint $10-million (U.S.);
• For a period of five years following the option payment, should the daily price of gold (as determined by the London PM Fix) be fixed at or above $1,600 (U.S.) on any single day, and at any time thereafter the daily price of gold (as determined by the London PM Fix) averages $1,600 (U.S.) per ounce or more for 90 consecutive trading days, Timberline will be required to pay Gunpoint an additional $10-million (U.S.) within 90 days of the trigger event. The contingent payment will be a minimum cash payment of $5-million (U.S.) with the balance payable in cash or shares of common stock of Timberline, at Timberline's discretion;
• Upon Timberline's acquisition of a 100-per-cent interest in Talapoosa, Gunpoint will retain a 1-per-cent net smelter return royalty, which Timberline may purchase at any time by paying $3-million (U.S.) to Gunpoint;
• If Timberline does not make the option payment within the option period, Timberline will have not earned a vested interest in Talapoosa.

Randy Reifel, chairman, commented: "We believe this is an excellent transaction for Gunpoint. Timberline has the technical team and experience to advance Talapoosa to the feasibility stage, notwithstanding the existing challenging market conditions. Timberline's Nevada portfolio focus and commitment to fast track Talapoosa to production is potentially very rewarding to Gunpoint, being a new significant Timberline shareholder and holding a 1-per-cent net smelter royalty."

Going forward, Timberline will be responsible for the Bureau of Land Management and related property payments to maintain Talapoosa in good standing. During the option period, Timberline will also assume Gunpoint's office and warehouse lease in Reno. Collectively, Gunpoint will realize annual savings of $250,000 (U.S.) from these cost-reduction measures.

Timberline has also agreed to employ Max Baker as part of its technical team to advance Talapoosa. As such, Mr. Baker will be stepping down as president of Gunpoint, but will remain as a director of the company. Mr. Reifel will assume the position of president for Gunpoint. Gunpoint would like to thank Mr. Baker for all of his dedication and contributions that have played an important role in Talapoosa's development, which has led to the recent industry interest in the project and particularly the transaction with Timberline.

We seek Safe Harbor.