Ontario Commission des P.O. Box 55, 19th Floor CP 55, 19e étage

Securities valeurs mobilières 20 Queen Street West 20, rue queen ouest

Commission de l’Ontario Toronto ON M5H 3S8 Toronto ON M5H 3S8

IN THE MATTER OF THE SECURITIES ACT,

R.S.O. 1990, CHAPTER S.5, AS AMENDED (THE "ACT")

AND

IN THE MATTER OF

LIBERTY MINES INC.

NOTICE OF TEMPORARY ORDER AND HEARING

(Subsection 127(9))

WHEREAS the Director made an order under paragraph 2 and paragraph 2.1 of subsection

127(1) and subsection 127(5) of the Act on the 13th day of April, 2009 (the “Temporary Order”), a

copy of which is attached, that all trading in and all acquisitions of the securities of

LIBERTY MINES INC. (the "Reporting Issuer")

whether direct or indirect, cease for a period of fifteen days from the date of the Temporary Order;

AND WHEREAS the Temporary Order was made because the Reporting Issuer failed to file

the following continuous disclosure materials as required by Ontario securities law (collectively, the

“Default”):

a) audited annual financial statements for the year ended December 31, 2008;

b) management’s discussion and analysis relating to the audited annual financial statements

for the year ended December 31, 2008;

AND WHEREAS the Temporary Order was made because the Director was of the opinion

that the length of time required to conclude a hearing could be prejudicial to the public interest;

AND WHEREAS the Director may revoke the Temporary Order within the fifteen-day

period if the Reporting Issuer remedies the Default to the satisfaction of the Director;

AND WHEREAS a true copy of this Notice of Temporary Order and Hearing was served

this day to the Reporting Issuer at the address noted below;

TAKE NOTICE that, if the Default continues, a hearing will be held pursuant to section 127

of the Act (the “Hearing”) to consider whether an order should be made under paragraph 2 and

paragraph 2.1 of subsection 127(1) of the Act that all trading in and all acquisitions of securities of

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the Reporting Issuer, whether direct or indirect, cease permanently or for such period as is specified

in the order by reason of the continued Default;

AND FURTHER TAKE NOTICE that if the Reporting Issuer intends to attend at the

Hearing, the Reporting Issuer is requested to notify the Director of the Reporting Issuer’s intention

to attend in writing, within seven days from the date of service of this Notice;

AND FURTHER TAKE NOTICE that if the Reporting Issuer notifies the Director that the

Reporting Issuer intends to attend at the Hearing, the Hearing will be held before the Commission

pursuant to section 127 of the Act at 20 Queen Street West, 17th Floor, Toronto, Ontario at a date

and time to be determined within 15 days of the date of the Temporary Order;

AND FURTHER TAKE NOTICE that any party to a proceeding before the Commission

may be represented by counsel at the Hearing;

AND FURTHER TAKE NOTICE that if a Reporting Issuer notifies the Director that it

intends to be present at the Hearing and fails to attend the Hearing before the Commission, the

Hearing may proceed without that party and such party will not receive further notice of the

proceedings;

AND FURTHER TAKE NOTICE that if the Reporting Issuer fails to notify the Director

that it intends to be present at the Hearing, then the Hearing will proceed before the Director without

the Reporting Issuer pursuant to section 127 of the Act at 20 Queen Street West, 16th Floor

commencing on 24th day of April, 2009 at 10:00 a.m., or as soon as possible after that time;

AND FURTHER TAKE NOTICE that the Director may extend the Temporary Order

under subsection 127(7) of the Act until the Hearing is concluded or under 127(8) of the Act if

satisfactory information is not provided to the Director within the fifteen day period.

DATED at Toronto this 13th day of April, 2009.

Ontario Securities Commission

“Jo-Anne Matear”

Jo-Anne Matear

Assistant Manager, Corporate Finance Branch

TO: The Secretary

Liberty Mines Inc.

8925 - 51 Avenue, Suite 311A

Edmonton, Alberta

Canada T6E 5J3

CC: Computershare Investor Services Inc.

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Documentary evidence to be used at the hearing may be examined at the Commission's Offices, 16th

Floor, 20 Queen Street West, Toronto, Ontario M5H 3S8 prior to the date of the hearing by

appointment with Loreta Varanaviciene. Contact information is as follows:

Loreta Varanaviciene

Financial Examiner

Tel: (416) 593-8328

Fax: (416) 593-8252

Email: lvaranaviciene@osc.gov.on.ca