FALGAR MINING CORPORATION LIMITED(No Personal Liability)

PROSPECTUSFiled with the Ontario Securities Commission under the provisi&u of

Part VII of the Securities Act, (Ontario). NV

(a) FALGAK MINING CORPORATION LIMITED (No Personal Liability).(b) with Head Office at Sudbury, Ontario, was incorporated under the Provisions of the Companies Act, Ontario,

and Part XI thereof by Letters Patent, dated August 21st, 1952.(c) The Officers and Directors are:

President and Director

Vice-President and Director

Director

Director

Director

Secretary-Treasurer

100 Lake Shore Are., Wards Island, Toronto 27 Seneca Ave., Algonquin Island, Toronto 2 Finchley Rd., Islington, Ont. * Falconbridge, Ontario

Wahnapitae, Ontario

150 Dawlish Ave., Toronto

WALTER SCOTT BURR1LL,BarristerJOHN VOGAN PERDUE,Public Relations OfficerMICHAEL KABIN,SalesmanJOHN ATHOL RUFF,ProspectorADDNEY CRYDERMANProspectorJAMES MURRAY ANDERSON,Accountant(d) Fisher, Gordon A Co., Chartered Accountants, 100 Adelaide St. West, Toronto, are the Company's Auditors.(e) The Guaranty Trust Company, 70 Richmond St. West, Toronto, is the Company'* Registrar and Transfer

Agent,(f) The authorized capital of the Company is 33,500,000.00 divided into 3,500,000 shares of the par value of

11,00 each, of which 000,005 shares, all fully paid and non-ass'essablc, have been allotted and issued.(g) The Company has not created or issued any Bonds or Debentures, nor does it propose to do so.(h) Certificates representing 540,000 shares of the Company, arc held by the Guaranty Trust Company, Toronto,

in escrow, subject to release on the consent of the Ontario Securities Commission and the Directors of the Company, and subject also to transfer, hypothecation, assignment or other alienation only with the written consent of the Ontario Securities Commission.

(i) Five shares have been sold for cash to date at J 1.00 per share. No Commissions were paid on the sale of the said shares.

(j) No Securities other than the said shares have been sold.(k) No shares have been issued or are to be issued or cash paid or to be paid to any promoter unless the Vendor

named herein, is deemed to bc the promoter, in which case, full particulars are herein after set forth.(l)(i) The Company is the holder free of encumbrance of the following described patented and unpatended mining

lands, in Sudbury Mining Division:(a) Lot 11, Concession li. Falconbridge Township, excepting approximately 2 acres; South half lot 12,

XToricesston II, FalconbrMtfC lowrtThlp. iMSe lands are recorded as Parcel 382C, 16227, 16226, 15957 (excepting parcel containing approximately two acres), and 15934.

(b) Unpatcnted claims, Falconbridge Township. S-C0995-6-7-8; 01039-40-41-42. Garson Township S-60999,C1000. *" * ~~(ii) Edward Fingard, 398 Avenue Road, Toronto, Ontario, was the Vendor of the mining properties above

referred to, the consideration bring 600,000 fully paid and non-assessable shares of the capital stock of the Company, and the sum of |10,000.00.

(iii) No one other than the Vendor above named, has received or is to receive a greater than 69i interest in the shares received by the Vendor.

(m)(i) The property is accessible by an all weather road from Sudbury, Ontario. The C.N.R. railway passes within a quarter of a mile from the claims. Two power transmission lines cross the property.

(ii) No underground exploration or development work has been carried on by the Company, and there is no underground plunt or equipment.

for a made

this

(iii) Surface exploration and development work consisting of stripping and trenching, was carried on i iber of yeprs on the Patented ground by J. A. Ruff and Norman Ruff. For further particulars reference is i ;he report (f David Euenhouser, B.Se., dated August 27lh, K'52, which accompanies and forms part of

. . . n*u .. :- -- --.-.J1 ..-- -l~-i -- --...I——— -A r T

number ' lo the r Prospectus. There is no surface plant or equipment.

(iv) The known history of the property is set forth in the report of David Etzenhouser dated August 27th, 1952, which is referred to in the previous paragraph.

(v) No work has been done or improvements made by the present management.(n) By an Agreement dated October Kth, 1952. made between the Company and D. J. Scanlon 6 Co. Limited,

10 Temperance Street, Toronto, as underwriter, the Underwriter for and on its own behalf, agreed to purchase 50,000 shares at ten cents per share, payable forthwith on October 30th, 1952, and was granted an Option on a further950,000 shares at the following prices:

100,000 shares at lOc per shore 100,000 Snares at 30c per share 100,000 shares at 15c per share 100,000 shares at 60c per share 100,000 shares at 20c per share 100,000 shares at 75c per share 100,000 shares at 25c per share 250,000 shares at |1.00 per share

The terms of payment require a minimum payment of J5.000.00 within four months from the date of Agreement, and thereafter a minimum of f5,000.00 each consecutive month, provided that the Agreement expires in 24 months from its date. David J. Sepnlon and Lillith M. Scanlon, each have more than 5Vr interest in the Underwriter. There are no sub-options or sub-underwritings. The Underwriter may sell through other Broker Dealers as Agents. In event of default, an amending statement will be filed within twenty days from the date of such default if primary distribution is continuing.

Oo

l

(o) AU monies paid into the Treasury of the Company through the sale of shares ft* set out above, will be expended by the Company in such surface development work and underground mining operations on the Company's property as shall be recommended by its Engineers and Geologists, the payment of the purchase price of mining claims, the purchase of necessary equipment and generally, for corporate purposes.

(p) Admiistrative DevelopmentPreliminary expensesEstimated future expenditures (first year) .................................. 1.200.00 J50,000

(q) There is no indebtedness to be created or assumed other than shown on the balance sheet dated as of August 31st, 1952, attached hereto.

(r) (i) Walter Scott Burrill is a barrister, self-employed, carrying on practice of law at Toronto for past two years; one year prior thereto he was a student at law, Osgoode Hall, Toronto;

John V. Perdue is a public relations officer with Radio StationrCKEY Toronto, since April, 1052; from February, 1950, to April, 1952, he was employed by T.M. Graphic Arts Limited, Toronto; prior to that he was employed by Pringle A Booth Ltd., Toronto.

Michael Kabin is a Security Salesman presently employed^by Barnes, Williams Limited, 347 Bay Street, Toronto. For the past three years has been continuously engaged in selling securities with vario-.is Security Dealers.

John A. RulT and Addney Cryderman are Pro.'pectors.^elf-employed.James Murray Anderson is an accountant, self-employed, with offices at 400 Jarvis Street, Toronto, Ont.(ii) John A. Ruff was formerly the owner of Lot l I/Concession 11, Falconb'ridge Township, and received therefor

20,000 shares of the Company's stock and 35,000.00 ttom the Vendor, Edward Fingard. Aside from this no Officer or Director has had any interest cither direct or indirect in any property acquired or to be acquired by the Company. During the last financial year no Officer or Directop of the Company has received any remuneration as such. No remuneration has been or will be paid during the current financial year to the Officers or Directors with the exception of the Secretary-Treasurer, who is paid the sum ot'flOO.OO per month.

(s) No dividends have been paid by the Company.(t) The Vendor is in a position to elect or c/use to be elected a majority of the Directors of the Company.(ii) There is no arrangement for the saleybf Vendor's shares; (iO.OOO of these are free from escrow, and these,

li .id other shares whK'n may subsequently be/cleascd from escrow, may be sold by their respective owners without n-strictions, throur.h any Security Dealer, injfluding the Underwriter, and no part of the proceeds of such sales will K i nto the Treasury of the Company.

(vi TV forfgoing constitutes full, tri/e and plain disclosure of all material facts in respect of the offering of securities rvteimd to above as required byfcection 38, of the Securities Act (Ontario) un:l there is no further material information applicable other than in the financial Statements or reports where required.

DATED at Toronto this 21st day of October, 1962.

Directors: W. S. HURR1LL M. KABIK J. V. PERDUE J. A. RUFF A. CRYDERMAN

To the best of our knowledJt, information and belief, the foregoing constitutes full, true and plain disclosure of all material facts in respect of/lie offering of securities referred to above as required by Section 38 of the Securities Act (Ontario), and there is n/ further material information applicable other than in the financial Statements or reports where required. In re/pect of matters which are not within our knowledge, we huvo reliod upon the accuracy and adequacy of the foregoir

DATED at Toronto thi721st day of October, 1952.D. J. SCANLON Si CO. LIMITED, Per: D. J. Scanlon, President.

(o) AH monies paid into the Treasury of the Company through th* sale of shares as sot out abave, will be expended by the Company in such surface development work and underground mining operations on the Company's property as shall be recommended by its Engineers and Geologists, the payment of the purchase price of mining claims, the purchase of necessary equipment and generally, for corporate purposes.

(p) Administrative DevelopmentPreliminary expenses .......... ..._______.-....-...-.......... {3,600.00Estimated future expenditures (first year) ....................... . . .- 1,200.00 150,000

(q) There is no indebtedness to be created or assumed other than shown on the balance sheet dated as of August 31st, 1952, attached hereto.

(r)(i) Walter Scott Burrill is a barrister, self-employed, carrying on practice of law at Toronto for past two years; one year prior thereto he was a student at law, Osgoode Hall, Toronto;

John V. Perdue is a public relations officer with Radio Station CKF.Y Toronto, sjnce April, 1P52; from February, 1950, to April, 1952, he was employed uy T.M. Graphic Arts Limited, Toronto; prior to that he was employed by Pringle ft Booth Ltd., Toronto.

Michael Kabin is a Security Salesman presently employed by Barnes, Williams Limited, :147 Bsy Street, Toronto. Kor the past three years has been continuously engaged in selling securities with various Security Dealers.

John A. Ruff and Addney Cryilerman arc Prospectors, self-employed,James Murray Anderson is an accountant, self-employed, with offices ut 400 Jarvis Street, Toronto, Ont.(ii) John A. Ruff was formerly the owner of Ixrt 11, Concession li, falconbridge Township, and received therefor

20,000 shares of the Company's stock and 15,000.00 from the Vendor, Edward Fingard. Aside from this no Officer or Director has had any interest cither direct or indirect in any property sequin d or to be acquired by the Company. During the last financial year no Officer or Director of the Compuny has received any remuneration us such. Nfo remuneration has been or will be paid during the current financial year to the Officers or Directors with the exception of the Secretary-Treasurer, who is paid the sum of f 100.00 per month.

(s) No dividends have been paid by the Company.(t) The Vendor is in a position to elect or cause to be elected a majority of the Directors of the Company.(u) There is no arrangement for the sale of Vendor's shares; 60,000 of these ore free from escrow, and these.

and other shares which may subsequently be released from escrow, may be sold by their respective owners without restrictions, through any Security Dealer, including the Underwriter, and no part of the proceeds of such sales will go into the Treasury of the Company.

(v) The foregoing constitutes full, true and plain disclosure of all mnterinl fncts in respect of the offering of securities referred to above as required by Section 38, of the Securities Act (Ontario) ami there is no further material information applicable other than in the finnncial Statements or reports where required.

DATED at Toronto this 21st day of October, 1952.

Directors: W. S. BURR1LL M. KABIN J. V. PERDUE J. A. RUFF A. CRYDERMAN

To the best of our knowledge, information and belief, the foregoing constitutes full, true and plain disclosure of all material facts in respect of the offering of securities referred to aliovc as required by Section 38 of the Securities Act (Ontario), and there is no further material information applicable other than in the financial Statements or reports where required. In respect of matters which are not within our knowledge, we have relied upon the accuracy and adequacy of the foregoing.

DATED at Toronto this 21st day of October, 1952.D. J. SCANLON A CO. LIMITED, Per: D. J. Scunlon, President.

REPORT ON THE PROPERTY OP FALGAR WININO, CORP. LTD. IN FALCONBRIDGE A GARSON TWP'S. IN THE SUDBURY MINING DISTRICT

by DAVID ETZENHOUSER, B.Sc.REPORT MADE FOR:

Falgar Mining Corp. Ltd., Sudbury, Ontario. I'KOJ'ERTY:

The property consists of twenty-two claims with an approximate acreage of 880 acres situated in Falconbridge and (.larson Townships in the Sudbury Mining area.

The claims form one compact group of which 10 claims are unpatcntcd and the remaining 12 arc patented.UNPATENTED CLAIMS:

Claims 61039, 40, 41, 42, 00995. 6, 7, 8 are situated on the west boundary of Falconbridge Township, and claims S C099J) and 61000 are situated on the east boundary of Garson Township.PATENTED CLAIMS:

They consist of the following parcels of land; Parcel No. 3826, patented in 1922, parcels 16227, 16225, 15957, 15934, all patented in 1928. You own the niinin^ rights of all claims except two acres approximately, in parcel 15957 which are held by miners presently working for Falconbridge Mines. ACCESSIBILITY:

An all weather road cutting across your property connects with the city of Sudbury. TIMBER:

There is no timber of any value on the property, but all necessary timber for mining can be bought in the district. POWER:

Two lines of the Ontario Hydro Electric cross the property so that power is readily available. GEOLOGY OF THE DISTRICT:

All the ore deposits of any economic importance is found at or near the outer margin of a huge Inccolithic sheet of eruptive rock a mile and a quarter thick, 36 miles long and 17 miles wide. This sheet is now in the form of a boat-shaped syncline, with its pointed end to the southwest and its square end to the northeast. The rock composing this sheet is norite at the outer (and lower) edge, merging into micropegmatite at the inner (upper) edge. Tne ore bodies nre around the margin of the norite or along dike-like offsets from it, and have evidently segregated from the rock while still molten, though thiy may have undergone later rearrangement by circulating water.

The inner rock series consists entirely of sediments, while the outer rocks which have been mapped as Huronian nre chiefly sediments such as quartzite and greywacke tilted into positions more or less approaching the vertical and often recrystallized into schists. GITOLOGY:

Rock outcrops observed are quartzite (\Vanapitei). Some of these are cut by an olivine diabase dike which strikes northwest and southeast. The overburden is mostly gravel, as on the Falconbridge Mines property and the Inter national Nickel's Garson property.

As is well known the Falconbridge Mine orebody was discovered, under heavy gravel overburden, by Thomas A. Edison, the great American inventor, by means of his electro-magnetic device for the detection of ore. He sank a pit, on the strength of the information obtained with his device, but failed by a matter of only fourteen feet to locate the orebody. It was located by further work and proved to be the largest orebody of the Falconbridge Nickel Mines, which is the world's second largest producer of nickel. CLAIMS:

The patented claims arc the south half of Lot 12, Con. 2 and all of Lot 11, Con. 2 Falconbridge Township.NEIGHBORING PROPERTIES:

Your group of claims is located in the Township of Falconbridge and Garson along the southeast side of the rim of the Sudbury Basin area. These claims are joined between property of Falconbridge Nickel Mines Limited on the north and east and by that of the International Nickel Company of Canada Limited "Garson Mine" on the west. EXPLORATION WORK:

Some exploration work has been done by trenching and sampling of some of the showings. Assays of samples arc said to have yielded promising results, and more extensive exploration should be undertaken. CONCLUSIONS:

Your 22 Claims (approximately 880 acres) form one contiguous group which lie along the southeast side of the rim of the Sudbury Basin A rea. Situated as they are, between the properties of two large producing mines, it can be expected that orebodies may be found on them. Due to the presence of extensive overburden the need for the suggested exploration program can be seen. R ECOM M EN DA TI ON S:

I would recommend:(a) Preparation of maps showing known geology and location and sites of previous work.(b) A Magnetometer survey of areas indicated by geological structure, and particularly of areas of heavy

overburden.(c) Diamond drilling of areas which are indicated as favorable by magnetometer survey.

Sudbury, Ontario,August 27th, 1952. David Etzcnhouser, B.Sc.

l, DAVID ETZENHOUSER, Mining Engineer, of Sudbury, Ontario, hereby declare:(1) THAT I was graduated from the school of Engineering of the University of Kansas in 1925 with a degree

of B.Sc. in Mining Engineering.(2) THAT I have lieen engaged in the practice of Mining Engineering and Geology in Canada for a period of

twenty-five years.(3) THAT l have no interest, directly or indirectly in the property of Falgar Mining Corp. Ltd., nor do l

expect to receive any such interest.(4) THAT I have no interest, directly or indirectly, in stock or securities of Falgar Mining Corp. Ltd., nor do I

expect to receive any.(5) THAT the contents of this report arc based on observations made by me during a personal visit on the

property in May, 1952, and by information obtained from maps and reports issued by the Province of Ontario, Department of Mines.

DAVID ETZENHOUSER, B.Sc.

FALGAR MINING CORPORATION LIMITED )(No Personal Liability) '

l BALANCE SHEET AS AT AUGUST 31, 1952

ASSETS Current:

Cash on Hand _......._____________________._._____~________..._........_.. % 5.00Fixed:

Mil

Organization Expenses—estimated ...~_.....™.—__.._.~....___ ..............^............................^........^............^ 3,500.00

Mining Claims and Properties (at valuation placed on 600,000 shares of the Company's Capital Stockand f 10,000.00 issued therefor) .........____.....—.._......................./-...-...........,.......................... 70,000.00

Current:

f I73.605.00

LIABILITIES AND CAPITAL

Due to Vendor of Properties ....................—..~....~.—....—......./....-.—...-.,........................... 110,000.00

113,500.00Estimated Liability for Organization Expense ......................../.~.—~-- - ---~ ...,...... 3,500.00

Capital: f

Capital Stock:Authorized: 3,500,000 shares, par value 81.00 each Issued and Fully Paid: 600,005 shares

For Cash: fB Shares .............—.........,................./................................................................... f 5.00

For Properties: J600,000 Shares ...........................,.......................................................... J600.000.00Less: Discount thereon ........y...—-- ——.—.....— ...—....................,. 540,000.00

—————— 60,000.00—————— 60.005.00

173,505.00

NOTE: The underwriter is firmly committed to purchase 60,000 shares of the Company's Capital Stock at lOc per share. In addition, the Company has granted an option on 950,000 shares of the Company's Capital Stock at prices ranging from lOc tp J 1.00 per share.

f Approved:JOHN V. PERDUE, Director. M. KABIK, Director.

AUDITORS' REPORTWe have examined the records of Falgar Mining Corporation Limited (No Personal Liability) from Inception,

August 21, 1952, to August 31, 1952, and we certify that ail our requirements us Auditors have been complied with. In our opinion, the w by ve Balance Sheet has been properly drawn up so as to exhibit a true and correct view of the state of the Company'* affairs as at August 31, 1952, according to the best of our information, the explanations given us and as shown by the books of the Company.

l FISHER, CORDON 6 COMPANY,, f Chartered Accountants. Toronto, Ontario/

August 31st,

FALGAR MINING CORPORATION LIMITED(No Pereon*) Liability)

BALANCE SHEET AS AT AUGUST 31, 1952

ASSETS Current:

Cash on Hr.nd _...___________._...___........................ ...................................... .. .. .Filed:

Mining Claims and Properties (at valuation placed on 600,000 shares of the Company's Cnpital Stock and {10,000.00 issued therefor) ........................................... . ......... . .... .. ... ......

Organization Expenses—estimated ................................................. .... . ,.. . . .

t 5.00

70,000.003,500.00

*73.505.00

Current:Due to Vendor of Properties ................—.....~.Estimated Liability for Organization Expense

LIABILITIES AND CAPITAL

110,000.00

3,500.00* 13.600.00

Capital:Capita] Stock:

Authorized: 3,500,000 shares, par value 11.00 each Issued and Fully Paid: 600,005 shares

For Cash:5 Shares . ... ... . ... . . . .

For Properties:000,000 Shares ..... ........Less: Discount thereon .

IGOO.OUO.OO 540,000.00

5.00

f.0,000.00——— 00,005.00

f73.505.00

NOTE: The underwriter is firmly committed to purchase 50,000 shares of the Company's Capital Slock at lOc per share. In addition, the Company has granted an option on 'j&u.ooo .slum's of the Company's Capital Stockat prices ranging from lOc to ll.OO per share.

Approved:JOHN V. PKRDUK. Director. M. KA BIN, Director.

AUDITORS' REPORTWe have examined the records of Falgar Mining Corporation Limited (No Personal Liability) from Inception, ust 21, 1052, to August 31, 1952, and we certify that all cur requirements us Auditors have been complied with. ur opinion, the above Balance Sheet has been properly drawn up so ac lo exhibit a true and correct view of the

AugustIn ourstale of the Company's affairs as at August ,'U,us arid us shown by the books of the Company.

Toronto, Ontario, August 31st, li*5'2.

52, according to the lust of our information, the explanations given

FISHER, GORDON A COMPANY,Chartered Accountants.

4ineswee04 FALCONBRSSCI GARSON OSO

FALQAR MININQ CORPOBATIOW UMITO) (No Personal Liability;

PROSPECTUS

Filed with the Ontario Securities Commission unde1 provisions of the Securities Act, Ontario,

1. Falgar Mining Corporation Limited (No Personal Liability), with Head Office at Sudbury, Ontario, and Executive Offices at 22 Toronto Street, Toronto, Ontario, \rcx8 incorporated under the provisions of The Companies Act, Ontario, Part XI, by Letters Patent dated August 21st, 1952.

2. ' The Officers and Directors are

Walter Scott Burrill, President and Director 100 Lake Shore Ave. Barrister, Wards Island, Toronto, Ont.

John Vogan Perdue Vice-Presideat and Director 27 Seneca Ave,, Algonquin Public Relations Officer, Island, Toronto, Ont,

Addney Cryderman Director Wahnapitae, Ontario Prospector,

James Murray Anderson Sec.-Treasurer and Director 150 Dawlish Ave. Accountant, Toronto, Ont. There is no Promoter of the Company.3. Fisher, Gordon St, Co,, Chartered Accountants, 100 Adelaide West, Toronto, Ontario, are the Company's Auditors.

k. The Guaranty Trust Company of Canada, 70 Richmond St. West, Toronto, Ontario, is the Registrar and Transfer Agent of the capital stoqk of the Company,

5. The authorized capital of the Company is 3,500,000 shares, par value |l.OO each, of which 776,725 shares, all fully paid and non-assessable, have been allotted and-issued as of the date of this Prospectus.

6. The Company has not created or issued any Bonds or Debentures, nor does it propose to do so.

7. Certificates representing 5^0,000 shares of the Company l- s issued capital stock, are held by the Guaranty Trust Company of Canada, in escrow, subject to release on the consent of the Ontario Securities Commission, and the Directors of the Company, and also subject to transfer, hypothecation, assignment, or other alienation only withthe written consent of the Ontario Securities Commission.

8. The following shares have been sold for cash as of the^date of this Prospectus: ' ^^

5 shares at $1.00 per share ^ 5-00150,000 shares at .10 per share 15,000,00

5,000 shares at .15 per share 750,0021,720 shares at .25 per share 5,1*30*00176,725 ^21,165.00

No commissions were paid on the sale of said shares.

9. No securities other than the said shares have been sold.

10. No shares have been issued or are to be issued or cash paid or to be paid to any Promoter, unless the Vendor named herein, is deemed to be a Promoter, in which case, particulars are hereinafter set forth.

11. The Company is the holder, free of encumbrance, of the following described patented and unpatentod mining lands, in Sudbury Mining Division of Ontario:

Patented: Lot 11, Concession II, Falconbridge Township, excepting approxi mately two acres; South half Lot 12, Concession II, Falconbridge Township; these lands are recorded as Parcels - 3826; 16227; 16225; 15957; (excepting parcel containing approxi mately two acres) and 1593*1.

Unpatented: Falconbridge Township. Claims S-60995-6-7-8; 6l039-lfO-Ul-U2. Garson Township. Claims S-60999; 61000,

- 2 -

Edward Fingard, 398 Avenue Bd., Toronto, Ontario, wna the Vendor to the Company of the mining properties above referred to, tho consideration being 600,000 fully paid and non-assessable shares of the capital stock of the Company, and the sum of $10,000.00. No other than the Vendor above named has received or is to receive a greater than 5# interest in the vendor consideration.

OPTIONED CLAIMS

In May, 1953, on the advice of the Company's Engineer, the Company obtained an Option to purchase the following described unpatented mining claims, which are located in Falconbridge Township, and adjoin property held by the Company. The claims so Optionod are S-60985-6-7-8-9; S-60990-1-2-3-1*; S-6lOi*3-U; being twelve In all. Tho Option price is $10,000.00, payable $1,000.00 or. or before Aug. 20th 1953, (which has been paid); ^1,000.00 payable on or before November 20th, 1953; and the balance at the rate of 25^ of the proceeds from the sale of Treasury shares. The Option Agreement provided that the Company was to have n geophysical survey made on the claims in 1953 (which is being done) and that the Company has the right to pay any part, or all of the balance owing under the Agreement, by the allotment and issue to the Optionor, E. H. Fingard, 398 Avenue Rd., Toronto, Ontario, of Treasury shares at a valuation of ten cents per share. These claims were so optioned because the Company's Engineer advised that they be placed under Company control before proceeding with the geophysical survey on the Company's adjoining ground. Completion of the purchase, or abandonment of the Option, will depend upon results of the survey.

12. The property, both owned and Optionod, is accessible by an all weather road from Sudbury, Ontario. The C.N.B. Railway passes within a quarter of a mile from some of the claims. Two power transmission lines cross the property.

13. No underground exploration or development work has been carried on by the Company, and there is no surface or underground plant or equipment.

Ik. Surface development and exploration work consisting of stripping and trenching was carried on for a number of years on the patented ground by former owners, J.A. Ruff and Norman Ruff. For particulars, reference is made to the report of Pavid Etzenhouser, dated August 27th, 1952, which accompanies and forms part of this Prospectus, The Geophysical survey recommended in that report is being carried out as of the date of this Prospectus.

15. An underwriting and option agreement dated October 14th 1952, between the Company and D.J. Scanlon k Co. Ltd., was terminated after 155,000 shares had been pur chased and $15,750,00 paid to the Company. By an agreement dated September 8th, 1953, the Company granted D.J. Scanlon fc Co. Limited, 10 Temperance Street, Toronto, Ontario an option to purchase 850,000 treasury shares at the following described prices and terms of payment:

100,000 shares at $ .15 per share100,000 shares at .20 per share100,000 shares at .25 per share100,000 shares at .30 per share100,000 shares at .50 per share100,000 shares at .75 per share250,000 shares at 1.00 per share

Terras of payment require a minimum payment of ^2,000.00 on or before October 31* 1953, and thereafter a minimum of ^2,000.00 per month on tho last day of each month. The directors have the right, after six months have expired, on due notice, to require that the minimum payment per month be raised to a maximum of $5,000.00 per month if such funds are needed for recommended development. The agreement expires in any event in 2k months from its date. David J. Scanlon and Lillith M. Scanlon each have more than 5# interest in the optionee. There are no options or sub options. The Optionee may sell through other broker dealers as agents. In event of default or extension, an amending statement will be filed within twenty days, if primary distribution is to continue.

16. All monies paid into tho treasury of the company through the sale of shares as set out above, will be expended by the company in ouch surface development work and underground mining operations on the Company's property as shall be recommended by its engineers and geologists, the payment of such portions of the purchase price of the optioned claims as the directors may determine, and generally for corporate purposes.

17. There is no indebtedness to be created or assumed other than shown on the balance sheet dated July 31st 1953, accompanying and forming part of this prospectus.

- 3 -

18. Walter Scott Burrill is a barrister, self employed* carrying on the practice of law at Toronto, Ontario,

John V. Perdue is a public relations officer vith radio station CKW Toronto, since April, 1952, prior to that was employed by T M, Graphic Arts Limited for two years.

Addney Cryderman is a Prospector, self employed.

J, Murray Anderson is an accountant, self employed, vith offices in Toronto, Ontario.

19. No Officer or Director of the Company has had any interest, direct or indirect, in any property owned or optioned by the Company. Since the incorporation of the company, the directors have received a total of #3^3*00 as fees and expenses. Tbo Secretary-Treasurer h^3 received 3/700.00 for services during the said period, being paid at the rate of $100.00 per month. The total remuneration to directors and officers during the current year should not exceed the sum of $2,000.00,

20. No dividends have been paid by the company.

21. The Vendor of claims to the company is in a position to elect, or cause to be elected, a majority of the members of the Board of Directors.

22. There is no agreement for the sale of Vendor's shares, to the knowledge of those signing this Prospectus. Any Vendor shares which have been, or may be, released from escrow, or any shares which may be allotted and issued by the directors in payment of optioned claims mentioned in par. 11 hereof, may be sold by the respec tive holders thereof, without restriction, through any broker dealer, including the optionee of the treasury shares of the company, and no part o*" the proceeds from the sale of such shares will benefit the company.

Dated at Toronto the 30th day of September, 1953.

The foregoing constitutes full true and plain disclosure of all material facts in res pect of the offering of securities referred to above, as required by Section 38 of the Securities Act, Ontario, and there is no further material information applicable, other than in the financial statement or reports, where required.

Directors.

"W.S. Burrill" "J. V. Perdue"

"A. Cryderman"___________ ______"J. M. AnderBon"

To the best of our knowledge, information and belief, the foregoing constitutes full true and plain disclosure of all material facts in respect of the offering of Securities referred to above, as required by section 38 of the Securities Act, Ontario, and there is no further material information applicable other than in the financial statements or reports vhere required. In respect of matters which are not within our knowledge, we have relied on the accuracy and adequacy of the foregoing,

OPTIONEE

D. J. Scanlon 8c Co. Limited

Per "D. J. Scanlon"

DOMINION OF CANADA )

PROVINCE OF ONTARIO

County of York )

To Wit: )

IN TEE MATTER 07

FAIXJAR MINING CORPORATION LIMITED

I, Walter Scott Burrill

of the City of

in the County of

Do Solemnly Declare that

Toronto

York

I.- I am President of Falgar Mining Corporation Limited and have knowledge of the facts herein deposed.

2.- A report on mining properties owned by the Companywas made In 1952, by David Etaenhouser. I am informed that at the present time he is engaged on an examination of a property at some distance from Sudbury, and is not presently available to make a Certificate of interest in connection with his report.

3.- According to the records of the Company, he did not at any time have any interest in the properties owned or under option to the Company, nor has he any shares of stock of the Company, or any other interest in theCompany.

k.- He is retained by the Company on a cash fee basis for work done.

AND I make this solemn declaration conscientiously believing it to be true,

and knowing that it is of the same force and effect as if made under oath

and by virtue of the CANADA EVIDENCE ACT.

DECIARED before me at the City

of Toronto

in the County

of York

"W. S. Burrill"

this 8th day of October 1953 )

"R.F.Hardy" A Commissioner for taking Affidavits, Etc,

" 5 -

REPORT ON THE PROPERTY OF FALflAR MINING CORP, MD, IN FALCONBRIDGE i CARSON TWP'6, IN THE SUDBURY MININO DISTRICT

by DAVID ETZENHOUSER, B.So,

REPORT MADE FOR:

Falgar Mining Corp. Ltd., Sudbury, Ontario.

PROPERTY:The property consists of twenty-two claims with on approximate acreage of

660 acres situated in Falc'.mbridge and Garson Townships in the Sudbury Mining area,The claims form one compact group of which 10 claims are unpatented and

the remaining 12 are patented.

UNPATENTZD CLAIMS:Cle.ims 61039, 40, 1*1, 1*2, 60995, 6, 7, 8 are situated on the west bound

ary of Falconbridge Township, and claims S 60999 and 61000 are situated on the east boundary of Garson Township.

PATENTED CLAIMS:They consist of the following parcels of landj Parcel No, 3826, patented

in 1922, parcels 16227, 16225, 15957, 15931*, all patented in 1928. You own the mining rights of all claims except two acres approximately, in parcel 15957 which are held by miners presently working for Falconbridge Mines.

ACCESSIBILITY:An all weather road cutting across your property connects with the city

of Sudbury.

TIMBER:There is no timber of any value on the property, but all necessary timber

for mining can be bought in the district.

POWER:Two lines of the Ontario Hydro Electric cross the property so that power

is readily available.

GEOLOGY OF TIIE DISTRICT:All the ore deposits of any economic importance is found at or near the

outer margin of a huge laccolithic sheet of eruptive rock a mile and a quarter thick, 36 miles long and 17 miles wide. This sheet is now in the form of a boat-shaped syn cline, with its pointed end to the southwest and its square end to the northeast. The rock composing this sheet is norite at the outer (and lower) edge, merging into micro pegmatite at the inner (upper) edge. The ore bodies are around the margin of the norite or alcng dike-like offsets from it, and have evidently segregated from the rock while still molten, though they may have undergone later rearrangement by circulating water.

The inner rock series consists entirely of sediments, while the outer rocks which have been mapped as Huronian are chiefly sediments such as quartzite and greywacke tilted into positions more or less approaching the vertical and often recrys- tallized into schists,

GEOLOGY:Rock outcrops observed are quartzite (Wanapitei). Some of these are cut

by an olivine diabase diko which strikes northwest and southeast. The overburden is mostly gravel, as on the Falconbridge Mines property and the International Nickel's Garson property.

As is well known the Falconbridge Mine orebody was discovered, under heavy gravel overburden, by Thomas A. Edison, the great American inventor, by means of his electro-magnetic device for the detection of ore. He sank a pit, on the strength of the information obtained with his device, but failed by a matter of only fourteen feet to locate the orebody, It was located by further work and proved to be the largest ore body of the Falconbridge Nickel Mines, which is the world's second largest producer of nickel.

CLAIMS:The patented claims are the south half of Lot 12, Con. 2 and all of Lot 11,

Con. 2 Falconbridge Township.

NEIGHBORING PROPERTIES:Your group of claims is located in the Township of Falconbridge and Garson

along the southeast side of the rim of the Sudbury Basin area. These claims are Joined

- 6 -

between property of Falconbridge Nickel Mines Limited on the north and e aa t and by that of the International Nickel Company of Canada Limited "Oarson Mine" on the voet,

EXPLORATION WORK:Some exploration work has been done by trenching and sampling of seme of

the showings, Assays of samples are said to have yielded promising results, and more extensive exploration should bo undertaken.

CONCLUSIONS:Your 22 Claims (approximately 880 acres) form one contiguous group which

lie along the southeast side of the rim of the Sudbury Basin Area. Situated as they are, between the properties of two large producing mines, it can be expected that ore- bodies may be found on them. Due to the presence of extensive overburden the need for the suggested exploration program can be seen.

RECOMMENDATIONS:I would recommend:(a) Preparation of maps showing known geology and location and sites of

previous work.(b) A Magnetometer survey of areas indicated by geological structure,

and particularly of areas of heavy overburden.(c) Diamond drilling of areas which are indicated as favorable by

magnetometer survey.

Sudbury, Ontario,August 2?th, 1952, David Etzenhouser, B.Se.

I, DAVID ETZENHOUSER, Mining Engineer, of Sudbury, Ontario, hereby declare:

(1) THAT I was graduated from the school of Engineering of the University of Kansas in 1925 with a degree of B.Se. in Mining Engineering.

(2) THAT I have been engaged in the practice of Mining Engineering and Geology in Canada for a period of twenty-five years.

(3) THAT I have no interest, directly or indirectly in the property of Falgar Mining Corp. Ltd., nor do I expect to receive any such interest.

(H) THAT I have no interest, directly or indirectly, in stock or securities of Falgar Mining Corp. Ltd., nor do I expect to receive any,

(5) THAT the contents of this report are based on observations made by rae during a personal visit on the property in May, 1952, and by information obtained from maps and reports issued by the Province of Ontario, Depart ment of Mines.

DAVID ETZENHOUSER, B.Sc.

- 7 -

FALOAB MCTINO CORPOBATIOW LIMITED (No Personal Liability)

FINANCIAL STATEMENTS

BALANCE SHEET

AS AT JULY 31, 1953

ASSETS

CurrentCas\ on hand and bank

Fixed; Mining claims and properties

(acquired for 600,000 shares of the Company's capital stock and .^10,000.00 in cash)

Option to purchase mining claims (Note I) 12 unpatented claims in Falconbridge Twp., Ontario

Deferred development costs and head office expenses

Organization costs

LIABILITIES AND CAPITAL

Current:Accounts payable and sundry accruals

Capital:apital Stock;

uthorized: .000 shares, par value frl.00 each

Issued end fully paid To be issued - fully paid

Total

For cash: 176,725 shares Less; Discount thereon

For mining properties: 600,000 shares Less: Discount thereon

775,225 shares 1,500 shares

776,725 shares

^176,725.00 155^*00

600,000.00 5^0,000.00

i*, 117.87

^70,000.00

500.00 70,500.00

5,211.*H

3, MO .00

#3,239,28

2,051*.28

^21,185.00

60,000.00 81,185.00 ^83,239.28

Approved:"W. S. Burrill" Director

"J. Murray Anderson" Director~

NOTE I: A further amount of $500.00 has been paid to the optionor since the dftte of this Balance Sheet. In addition to the ^1,000.00 already paid, another ^9,000.00 is payable to the optionor if the option on the claims is exercised. The Company has the right to choose one of the following methods to pay the aforementioned 1^9.000.00.

lfc^,'*'ji''*-#*t*'****' -*ft* '

. 8 -

(1) $1,OOQ.OO in cash on or before November 20, 1953/ and the remaining ^8,000.00 in cash at a rate of 25# fran tne pro ceeds of the sale of the Company's unissued capital stock until the said |8,000.00 is paid.

or

(2) By the allotment and issue to the optionor of 90,000 shares of the Company's capital stock {at the valuation or 10jJ per share).

NOTE II: The Company has granted an option on 850,000 shares of its capital stock at prices ranging from 15^ to ^1.00 per share.

AUDITOBS' REPORT

We have examined the records of Falgar Mining Corporation Limited {No Personal Liability) from Inception, August 21, 1952 to July 31/ 1953 and ve certify that all our requirements as Auditors have been complied with. In our opinion, the above Balance Sheet has been properly drawn up fio as to exhibit a true and correct view of the state of the Company's affairs as at July 31; 1953; according to the best of our information, the explanations given us and as shown by the books of the Company.

"Fisher, Gordon it Company"

Chartered Accountants.

Toronto, Ontario, September 15, 1953.

SCHEDULE OF DEFERRED DEVELOPMENT COSTS AND HEAD OFFICE EXPENSESyUS AT

Development costs;Magnetometer survey ^1, 320. 00 Line cutting 756,25 Licenses, renewals and taxes 203.55 Genera], expense 50.00 ^2, 329 .80

Head of f i ce expense s ;Ace ounting and secre tar ial 700.00 Shareholders' information 1*18.20 Directors' fees and expenses 303*00 Legal and audit fees 605.00 Shareholders' meetings and reports 99*75 Certificate costs 159. kO General office expenses including telephone

and bank charges 1*97*26 Travelling expense 100.00 2,88l.6l

fo 211. la

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J4~- W-54WK,-*^—f-fX7-^fr

7*71 - I7M3

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THE TOWNSHIP OF

FALCONBRIDGEDISTRICT OF

SUDBURY

SUDBURY MINING DIVISION

SCALE:MNCH-4O CHAINS