Mr. Hubert Marleau reports

WOULFE MINING ARRANGES $350,000 UNSECURED CONVERTIBLE LOAN

Dundee Corp. has agreed to lend $350,000 to Woulfe Mining Corp. The loan will be unsecured and bear interest at a rate of 12 per cent per year, compounded annually, maturing on the date that is one year from advancement. The principal of the loan shall be convertible, during the loan term, at the option of Dundee, into units at a price of 11.5 cents per unit. Each unit will consist of one common share and one share purchase warrant, exercisable at 12 cents per share for a period of the lesser of: (i) five years from the date the loan is advanced; and (ii) 36 months following the date of conversion.

At the option of either of Woulfe or Dundee, interest payable upon the loan may be convertible into units at a conversion price equal to the market price (as defined in the TSX Venture Exchange corporate finance manual) of the company's common shares on the interest conversion date. Each interest unit will comprise one common share and one share purchase warrant. Each interest warrant will entitle the holder to acquire one additional common share at the interest conversion price for a period of the lesser of: (i) five years following the date the loan is advanced; and (ii) 36 months from the date of conversion.

The loan is subject to the approval of the TSX-V.

The loan will constitute a related party transaction under Multilateral Instrument 61-101, as Dundee is a significant shareholder of the company, holding 53,317,500 common shares, representing 15.28 per cent of the company's outstanding shares. Dundee also holds 21,057,500 warrants of the company, which, if exercised, when added to Dundee's existing shareholdings, would represent 20.22 per cent of the company's common shares on a partially diluted basis.

The company has determined that the distribution of an information circular to shareholders, the preparation and distribution of a formal valuation, and the seeking of shareholder approval of the loan are not necessary under MI 61-101 (including TSX-V Policy 5.9, which incorporates such policy by reference), as the company intends to rely on the exemptions found in sections 5.5(1)(a) and 5.7(1)(a) of MI 61-101. The total principal amount of the loan represents less than 1 per cent of the company's market capitalization.

All of the disinterested directors of the company, being all of the directors other than Ned Goodman, approved the loan.