ONTARIO -- SHEBANDOWAN AREA

Golden Share considers that the southern part of Northwestern Ontario is increasingly being recognized as an emerging gold province. In the Fort Frances area, Rainy River Resources has so far defined 8 M oz Au in Indicated and Inferred Resources on their Rainy River Project. In the Atikokan area, Osisko Mining Corporation acquired Brett Resources Inc. following the discovery of the 10.52 M oz Au Hammond Reef deposit.

The Shebandowan greenstone belt lies at the eastern end of this prolific province and is the object of intensifying exploration. In December 2011, Foundation Resources Inc. reported a NI 43-101 compliant resource estimate of 763,276 ounces of gold in the Inferred category and 96,400 ounces of gold Indicated category on the Osmani deposit located 15 km west of Golden Share's Shebandowan Project (The mineral resources were developed on two parallel gold bearing zones at a gold cut-off grade of 0.40 g/t Au, and contain Indicated Resources of about 3.5 Mt at a grade of 0.85 g/t Au and Inferred Resources totaling 30.5 Mt at a grade of 0.78 g/t Au). In July 2010, Moss Lake Gold Mines Ltd. provided an upgraded NI 43-101 resource estimate for its + 1 M oz Au Moss Lake deposit.


SHEBANDOWAN PROJECT

The Shebandowan Gold Project is located 90 km west of Thunder Bay, Ontario, Canada, in the Shebandowan greenstone belt and is serviced by a railroad line, a high tension power line and the Trans-Canada highway all providing excellent infrastructure to the project.

Following the signature in June 2011 of a definitive purchase agreement to acquire Lake Shore Gold Corp.'s ("Lake Shore Gold") 100% interest in the Band Ore Gold property Golden Share now controls 21 km of strike length along the northern part of the Shebandowan belt highlighted by two advanced gold targets: Pistol Lake JF's West zone (150,699 oz Au Inferred Resource) and the Band Ore deposit (251,271 oz Au in historical resources within two principal zones). The Conacher property, acquired in early March 2011, ties in both the Pistol Lake and Band Ore properties in one cohesive land package. The resulting property is referred to as the "Shebandowan Gold Project".

Acquisition terms

The Shebandowan Gold Project comprises the Pistol Lake, Conacher and Band Ore properties which have been acquired under different terms.


Pistol Lake

The Pistol Lake property is located 80 km west of the city of Thunder Bay, consists in 45 claims and covers a total area of 53.5 km².

In October 2008, the Company entered into an option agreement with a local property owner to acquire a 100% interest in the Pistol Lake Property over four years by meeting the following conditions:

• By paying the Vendor a total of $150,000; $50,000 on the second anniversary date of signature of the Agreement, $50,000 on the third anniversary date of signature of the Agreement and $50,000 on the fourth anniversary date of signature of the Agreement. Half of the third payment, or $25,000, can be executed by the issuance of a number of common shares representing the sum $25,000 according to market price at the time of the last installment;

• By issuing the Vendor a total of 300,000 Golden Share common shares; 75,000 shares upon signature, 75,000 shares on the first anniversary date, 75,000 shares on the second anniversary date and 75,000 shares on the third anniversary date;

• By incurring a total of $400,000 in exploration expenditures; $100,000 in the first year, $100,000 in the second, $100,000 in the third and $100,000 in the fourth.

Following the acquisition of a 100% interest by Golden Share, the Vendor will retain a 3% Royalty (the "Royalty"). Golden Share will have the right to purchase a portion equal to a first third of the Royalty for $500,000 (1% Royalty). Additionally, Golden Share will have the right to purchase a portion equal to a second third of the Royalty for $1,000,000 (1% Royalty). The Vendor will thereafter retain the final third of the Royalty (1% Royalty).

Moreover, following the acquisition of the 100% interest, Golden Share shall make the Vendor annual advance-royalty payments for a total sum of $20,000 per year. Such yearly advance-royalty payments will be payable each future anniversary date starting on the 5th anniversary date of signature of the agreement. Such payments are to be deducted from any Royalty payments to be made to the Vendor as defined above. Before the 9th anniversary date of signature of the agreement, Golden Share may elect, at its sole discretion, to execute half of the yearly $20,000 payments by the issuance of a number of common shares representing the sum of $10,000 according to the market price at such date.


Conacher

The Conacher property is located 70 km west of the city of Thunder Bay, consists in 9 claims and covers a total area of 8.8 km².

In March 2011, the Company entered into an option agreement with a local property owner to acquire a 100% interest in the Conacher Property over two years by meeting the following conditions:

• By paying the Vendor a total of $48,500; $8,500 upon signature of the agreement, $15,000 on the first anniversary date and $25,000 on the second anniversary date;

• By issuing the vendor a total of 200,000 Golden Share common shares in tranches of 100,000 shares upon signature, 50,000 shares on the first anniversary date and 50,000 shares on the second anniversary.

Following the acquisition of a 100% interest by Golden Share, the vendor will retain a 1% Net Smelter Return on the Property.


Band Ore

The Band Ore property is located 65 km west of the city of Thunder Bay, consists in 28 claims (11 unpatented and 17 patented claims) and covers a total area of 5 km².

In June 2011, the Company signed the definitive agreement to acquire Lake Shore Gold's 100% interest in the Band Ore property against the issuance of 21.69 million common shares of Golden Share representing 19.9 per cent of the outstanding shares, as well as warrants to acquire an additional 10,845,000 common shares of Golden Share (representing 9 per cent of the outstanding shares on a partially diluted basis) at an exercise price of $0.20 per common share during the 36-month period following its issuance.

The June 2011 definitive agreement also specifies that:

• So long as Lake Shore Gold's ownership interest is above 9.9%, Lake Shore Gold will have the right to participate in Golden Share's future financings in proportion to Lake Shore Gold's pro rata share for a period of five years, so as to maintain the percentage interest in Golden Share. In the event Lake Shore Gold's ownership decreases below 9.9% this right will cease.

• For a period of five years, Lake Shore Gold will have the right to increase its shareholding in Golden Share to up to 30% by purchasing additional shares from Golden Share in a private placement using the 20 day Volume Weighted Average Price of the Golden Share shares at that time.

• Lake Shore Gold will retain a 1% Net Smelter Return Royalty ("NSR") on all minerals produced from the Band Ore property.

• Lake Shore Gold will have the right to nominate one director to the board of Golden Share as long as Lake Shore Gold's interest in Golden Share stays at or above 9.9%.

• Golden Share agrees to incur a minimum of $250,000 in exploration expenditures on the Band Ore property within the two years following the signature of the agreement.


Geological setting

The Shebandowan Gold Project is located in the Shebandowan greenstone belt, a classic Archean sequence exhibiting strong similarities to the Hemlo, Timmins, Kirkland Lake and Val d'Or gold camps both in geological and tectonic evolution. The belt contains east trending mafic to intermediate metavolcanics consisting of basalt, andesite and dacite flows and tuffs with minor felsic volcanilastics and metasediments underlying the Shebandowan Lake area. Gabbro, peridotite and feldspar (+/- quartz) porphyry sills and plugs intrude the metavolcanics.

In 1994 government geologists first coined the term "Matawin Gold Belt (MGB)" to describe the 75 km long, six kilometres wide geological structure that contains more than 75 gold occurrences, including the Band Ore deposits. Gold mineralization in the MGB shows a close spatial association between Timiskaming type alkalic metavolcanics and intrusives in contact with Archean greenstones and metasedimentary units.

A great number of gold occurrences with assays up to 124.80 g/t Au are recorded on the Shebandowan Gold Project over a great variety of geological settings. These gold occurrences are at various stages of development and offer great exploration potential for additional discoveries. The current focus of the project, and presently the most advanced area, is the Pistol Lake-Band Ore trend highlighted by two advanced gold targets:

• Pistol Lake JF's West zone: 150,699 oz Au Inferred Resource (2,857,200 MT @ 1.64 g/t Au at 1.00 g/t Au cut off / NI 43-101 compliant).

• Band Ore deposit: 251,271 oz Au in historical resources within two principal zones (706,000 tonnes at a grade of 6.86 g/t Au* in the Main zone and 616,000 tonnes at a grade of 4.83 g/t Au* in the #4 zone).

* These estimates were executed prior to the introduction of National Instrument 43-101; hence they should be treated as historical data and therefore not be relied upon.


Exploration history

On Pistol Lake, the most advanced historical exploration was performed by Chabela Resources in the late 1980's which carried out the bulk of the historical diamond drilling used by Golden Share for the calculation of NI 43-101 resources on the JF West Zone. On the Conacher property, the most systematic historical work completed was performed by Noranda Exploration in the early 1980's and a follow-up drilling program by North Coast Industries was executed towards the end of the decade. The main historical milestones for the Band Ore's past exploration history can be summarized as follows:

• 1936-1945 : Gold was first reported on the Rochon-Maney Mining Syndicate forming the Mud River Property which was transferred and optioned to several companies that executed trenching, stripping and diamond drilling,
• 1946 : Band Ore Mines Ltd was incorporated and drilled 68 holes (11,277 m),
• 1974 : Bonnacord Exploration Limited optioned the property and conducted a feasibility study and bulk sampling (results unavailable),
• 1980 : Watts Griffis and McOuat report for property,
• 1980-1982 : Mattagami Lake Exploration drilled 36 holes (6,170 m) and executed the following surveys : IP/Res (114 km), VLF (44 km), Mag (131 km), HEM (19 km),
• 1982 : Noranda Exploration Co Ltd (Norex) drilled 31 holes (3,758 m), executed 18 trenches (1,463 m) and carried out humus and soil geochemistry,
• 1995 : Band-Ore - 1 drill hole (213 m),
• 2003 : Staccato - 7 drill holes (1,848 m) IP/Res testing, resampling of some trenches.

Golden Share exploration history


2008
An initial 2008 exploration program comprising systematic compilation, prospecting, geological mapping, channel sampling and a first limited diamond drilling program was executed by Golden Share on three important areas of the property, the JF West Zone, the Calchris Zone and the Contact Zone. The program highlighted the potential of the virtually unexplored Contact Zone on the property and confirmed the importance of the JF West system.

2009
The 2009 program was aimed at evaluating the mineralization hosted in the Shebandowan Felsic Intrusive Complex ("SFIC"). Surface field reconnaissance was executed in the fall 2009 prior to a short drilling campaign. The main trench was mapped over 160 m across the Martin Bay zone and exposes strongly altered monzonite hosting trace to 5% pyrite. Several quartz vein networks have been recognized in association with the altered system, the main ones being the historical "Haines vein" with grades of up to 25.50 g/t Au in the vein and wall rock and the new GSH vein with grades of up to 12.25 g/t Au also in the vein and wall rock. A total of 9 holes for 537 m were drilled principally on the Martin Bay Zone of the SFIC and showed anomalous gold values.

2010
In Q2 2010, a NI 43-101 compliant resource calculation was released on the JF West Zone. The work was executed by InnovExplo, a Val d'Or based geological and mining consulting group, to establish a geological model for the mineralization and to confirm the presence of sufficient mineral resources to justify further exploration work by Golden Share.

Based on InnovExplo's recommendation, a cut-off grade of 2.00 g/t Au was used, which results in an Inferred Resource of 851,000 metric tonnes grading 2.62 g/t Au for a total of 71,700 ounces of gold on the JF West zone. When a cut-off of 1.00 g/t Au is used, an Inferred Resource of 2,857,200 metric tonnes grading 1.64 g/t Au containing a total of 150,700 ounces of gold is obtained.

Inferred Resource

Cut-Off grade	        Metric	       Grade	Ounces
g/t Au	                Ton (t)	      g/t Au	Au
1,00	               2 857 200	1,64	150 699
2,00	               851 000	        2,62	71 685
3,00	               290 800	        3,59	33 587
4,00	               89 100	        4,65	13 338
5,00	               37 400	        5,78	6 937

*Notes: Golden Share owns a 100% option for the Pistol Lake property. Mineral Resources are not Mineral Reserves having demonstrated economic viability. Results are presented undiluted and in-situ. The estimate includes 7 gold-bearing zones and covers the Pistol Lake project area over 1,250 meters E-W, 500 meters N-S, and from an elevation of 0 to -150m. The cut-off grade must be re-evaluated in light of current market conditions (gold price, exchange rates and mining cost). InnovExplo is not aware of any environmental, permitting, legal, taxation, socio-political, marketing or other relevant issue that could materially affect the Mineral Resource estimate. Composites were taken on zones within the mineralized envelopes (composite = 1 meter). Calculations are based on metric units / Ounce (troy) = Metric tonne x Grade / 31.10348. The number of tonnes was rounded off to the closest hundred. All differences in totals are due to rounding.

The geological interpretation of the mineralized zones was entirely redone by Pierre-Luc Richard, P.Geo., and Carl Pelletier, P.Geo. The geological model and current resource estimate demonstrate that the JF West contains at least seven (7) continuous mineralized lenses in close proximity (5 to 25 m), having a minimum width of 1.5 m and a length between 360 and 1,250 m. The geological continuity of each lens was determined from section to section using gold values, lithologies and alteration facies from 47 diamond drill holes.

The mineralized zones are characterized by intense alteration and the development of quartz veins and breccia zones in the hanging wall (HW1 zone) and in the footwall (FW1 to FW3 zones) of a geological structure consisting in a quartz feldspar porphyry hosted in mafic volcanic units. Three additional mineralized zones are hosted in the quartz feldspar porphyry (P1 to P3 zones).

The current resource estimate is based on a small number of drill holes and as a result, the current Mineral Resource Estimate can only be classified as Inferred Resources. A fixed density of 2.70 g/cm³ was used. High grade capping was done on the raw data and established at 10 g/t Au. The sections were generated using Gemcom software version 6.2.1. Each lens was linked in three dimensions to form 3D solids.

The 2010 Mineral Resource Estimate was based mostly on historical information and was performed using all available results by Pierre-Luc Richard, B.Sc., P.Geo., and Carl Pelletier, B.Sc., P.Geo., both independent Qualified Persons as defined in National Instrument 43-101. The full NI 43-101 technical Report is available on www.sedar.com.

2011
A thorough exploration program was executed on the Shebandowan Gold Project and comprised systematic compilation, geological mapping and sampling, prospecting, selected ground geophysics, channel sampling and diamond drilling. This is the first time in the region's history that such a cohesive and unified land package has been established. The initial strategic steps comprised surface geology and sampling with geological traverses executed at a spacing at of 100 m. One of the overall objectives of the 2011 campaign has been to harmonize, refine and update the geological data base while at the same time maximising the relocalizing and the discovery of historical and new mineralized surface showings with the ultimate objective to increase the existing resources.

The following describes the systematic approach of the 2011 program.

May 2011 / logistics for project start-up

• Fully functional year-round 20 man camp on Trans-Canada highway,
• Establishment of integrated data management with ArcGis / Geotic data base systems.

June 2011 / initiation of surface mapping and prospecting program

• 529 km of traverses completed and 2,367 surface rock samples collected.

August -- September 2011 / trenching

• 18 trenches excavated (7 on the Band Ore Main Zone, 3 on the Band Ore western extensions / Hag Lake area and 8 on the eastern extension of Pistol Lake) and 798 channel samples.

October -- November 2011 / line cutting and ground geophysics

• 31 km on Pistol Lake and 17 km on Band Ore / ground magnetometer survey and detailed IP chargeability and resistivity surveys, including Insight sections array over specific chosen areas.

October -- December 2011 / first phase diamond drilling

• 15 diamond drill holes ("DDH") totaling 3,075 m (5 DDH on Band Ore Main Zone, 1 DDH on Band Ore Zone N°4, 1 DDH on Band Ore - Conacher western extension and 8 DDH on Pistol Lake) for a total 2,958 individual core samples (2,692 m sampled) analyzed with full Au + 35 element package and 435 QA/QC samples.

March 2012 / second phase diamond drilling program

• 8 diamond drill holes totaling 1,203 m on the Band Ore Main Zone for a total 1,079 individual core samples (1,062 m sampled) and 146 QA/QC samples.

Band Ore area trenching and drilling results
The work program on the Band Ore target demonstrated the existence of four sub parallel zones in the area of the Main Zone historical resources.

Trenching Highlights:

• Historical mineralization confirmed over a strike length of 500 m between trenches A, B and D on Band Ore Main Zone.

• The Band Ore Main Zone system consists in a series of up to four anastamozing sub-parallels pyrite-bearing shear zones exposed over a width of 30 m in trench D with each individual shear and its auriferous envelope showing widths up to 8 m.

• High grade results of 23.90 g/t Au over 1 m, 12.85 g/t Au over 1 m and 12.05 g/t Au over 1 m were obtained by Golden Share in the central cores of the pyrite bearing shears.

Drilling Highlights:

The Band Ore first pass drilling program consisted in five holes totalling 749 m on the Band Ore Main target and one hole totalling 443 m on the Band Ore Zone N°4 target. The drill intercepts highlights for this program on the Main South Zone and on the Upper Main Zone are :

• BO-11-01 : 17.85 g/t Au over 2.70 m from 33.00 to 35.70 m
• BO-11-05 : 18.27 g/t Au over 2.70 m from 117.60 to 120.30 m
• BO-11-01 : 2.80 g/t Au over 5.50 m from 62.50 to 68.00 m
• BO-11-03 : 1.70 g/t Au over 10.80 m from 102.60 to 113.40 m

The Main South Zone and the Upper Main Zone are all part of the Band Ore Main Zone system. All zones are open on strike and below 150 m vertical depth and within 500 m from Trans-Canada highway.

Pistol Lake area trenching and drilling results
The 2011 work program on Pistol Lake shows the presence of the 3 km long auriferous Pistol Lake Corridor.

Trenching highlights:

• Trenches GSH-11-08, GSH-11-09 and GSH-11-11 expose pillow basalts and intermediate volcanic rocks transected by shear zones. In trench GSH-11-09, alteration typical of major shear zones with high ankeritization and sericitization is also observed and the mineralization is closely associated with a major deformation zone.

• Trenches GSH-11-10, GSH-11-12 and GSH-11-13 expose granodioritic intrusives in contact with mafic volcanics. Both lithologies are transected by shear zones up to 11 m wide.

• Trench GSH-11-14 shows a major 37 m wide shear zone containing intrusive xenoliths hosted in highly altered volcanic rocks. Trench GSH-11-14 yielded a weighted average grade of 0.90 g/t Au over a width of 28 m from 66 channels in the immediate eastern extension of the JF West Zone (included in 0.68 g/t Au over 36 m, calculated from 86 channels sampled along 85.2 linear meters). Individual grades obtained for the channels vary between trace and 4.61 g/t Au.

Results of trenches located in the eastern extension of the Pistol Lake corridor comprise 1.03 g/t Au over 1 m, 0.82 g/t Au over 1 m, 0.25 g/t Au over 1 m (GSH-11-09); 0.16 g/t Au over 1 m and 0.11 g/t Au over 1 m (GSH-11-10) and; 0.14 g/t Au over 1 m (GSH-11-13).

Drilling highlights:

The Pistol Lake first pass drilling program consisted in eight holes totaling 1,362 m with four holes targeting the trench GSH-11-14 discovery. Additionally, a three hole, north-south, geological cross section 150 m east of the JF West resource area was also drilled while one hole was drilled within the inferred resource to fill an information gap. The following compilation table of drilling results highlights significant mineralized intervals above 0.50 g/t Au.

DDH		From		To		Length 	Au (g/t)
					
PL-11-14	14.45		20.90		6.45 m		1.28
PL-11-15	124.91		126.91		2.00 m		0.64
PL-11-15	248.00		254.07		6.07 m		0.92
PL-11-15	266.00		268.00		2.00 m		0.59
PL-11-15	287.60		288.60		1.00 m		0.68
PL-11-15	345.50		345.80		0.30 m		2.22
PL-11-15	440.00		441.00		1.00 m		0.51
PL-11-16	53.00		61.00		8.00 m		0.59
PL-11-16	71.00		72.00		1.00 m		2.67
PL-11-17	33.50		43.00		9.50 m		0.79
Including	40.00		40.70		0.70 m		5.03
PL-11-17	61.00		62.00		1.00 m		0.64
PL-11-18	14.61 		47.20 		32.59 m	0.54
PL-11-19	43.80		44.55		0.75 m		1.48
PL-11-20	10.00		11.00		1.00 m		0.73
PL-11-20	33.00		34.00		1.00 m		0.84
PL-11-20	87.30		89.00		1.70 m		1.10
PL-11-21	22.50		30.50		8.00 m		0.51
Including	27.50		28.50		1.00 m		3.07
PL-11-21	35.50		36.50		1.00 m		1.07

Additionally, the 2011 program was very effective in opening up new areas of potential mineralization notably in the middle of the strategic Pistol Lake - Band Ore trend where the compilation, geological mapping and drilling outline the 4 km long auriferous Conacher corridor potentially representing the western extension of Band Ore Zone N°4. Highlights include:

• Two sub parallel trends are identified within this corridor, the Fogen-Conacher ("FC") trend to the north and the Zone 4-Conacher ("Z4C") trend to the south,

• The FC trend is highlighted by an historical drill intercept of 1.03 g/t Au over 12 m,

• The Z4C trend is highlighted by an historical drill intercept of 0.92 g/t Au over 1.5 m in the west part, an historical drill intercept of 0.32 g/t Au over 65.07 m associated with a gold humus anomaly in the central part and Band Ore's Zone N°4 to the east,

• Golden Share's drill hole CO-11-01 confirms the mineralization of the Z4C trend with drill intercepts of 1.36 g/t Au over 3.40 m (including 5.06 g/t Au over 0.56 m) and 0.26 g/t Au over 16.70 m in a very strongly schistosed and altered rock package.

All of Golden Share's exploration programs are executed under the supervision of Mrs. Laurence Huss, M.Sc., P. Geo., and Golden Share's Vice-President Exploration. Laurence Huss is a Qualified Person as defined in National Instrument 43-101. Philippe Giaro, P.Geo., President and CEO of Golden Share Mining Corporation, also acts as Qualified Person for Golden Share.