Key point is 7:

"7. The purpose of the Offeror and any joint actors in effecting the transaction or occurrence that gave rise to the reporting obligation, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:

The Common Shares were acquired for investment purposes by the Offeror, and the Offeror or its affiliates may acquire ownership of additional Common Shares subject to applicable law, market conditions and other relevant factors."

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Early Warning Report

National Instrument 62-103

The Early Warning System and Related Take-Over Bid and Insider Reporting Issues

1. The name and address of the offeror (the “Offeror”)

Fresnillo plc

Corporativo BAL, 4th Floor

Col. Los Morales, Seccion Polanco

Mexico, D.F. 11540

Mexico

2. The designation and number or principal amount of securities and the Offeror’s securityholding percentage in the class of securities of which the Offeror acquired ownership or control in the transaction or occurrence giving rise to the reporting obligation and whether it was ownership or control that was acquired in those circumstances:

On October 7, 2008, the Offeror acquired ownership of 2,512,600 common shares (the “Common Shares”) of MAG Silver Corp. (the “Corporation”) representing approximately 5.11% of the outstanding Common Shares.

3. The designation and number or principal amount of securities and the Offeror’s securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to the reporting obligation:

Immediately following the acquisition referred to in item No. 2 above, the Offeror owns 9,314,877 Common Shares, representing approximately 18.95% of the outstanding Common Shares.

4. The designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph (3) over which

(i) the Offeror, either alone or together with any joint actors, has ownership and control:

Immediately following the acquisition referred to in item No. 2 above, the Offeror together with its majority shareholder, Industrias Peñoles, S.A.B. de C.V., and Minas Peñoles, S.A. de C.V., a subsidiary thereof, own 9,746,193 Commo Shares, representing represent approximately 19.83% of the outstanding Common Shares. Alberto Baillères is the controlling shareholder of Industrias Peñoles, S.A.B. de C.V., and a director of each of these three companies and does not directly own any Common Shares.

(ii) the Offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the Offeror or any joint actor, and

None.

(iii) the Offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership.

None.

5. The name of the market in which the transaction or occurrence that gave rise to the reporting obligation took place:

Toronto Stock Exchange.

6. the value, in Canadian dollars, of any consideration offered per security if the Offeror acquired ownership of a security in the transaction or occurrence giving rise to the reporting obligation:

$4.9996 per Common Share.

7. The purpose of the Offeror and any joint actors in effecting the transaction or occurrence that gave rise to the reporting obligation, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:

The Common Shares were acquired for investment purposes by the Offeror, and the Offeror or its affiliates may acquire ownership of additional Common Shares subject to applicable law, market conditions and other relevant factors.

8. The general nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the

Offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the reporting obligation, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities:

Not applicable.

9. The names of any joint actors in connection with the disclosure required in this report.

The Offeror, together with its majority shareholder, Industrias Peñoles, S.A.B. de C.V., and Minas Peñoles, S.A. de C.V., a subsidiary thereof, are for the purposes of Canadian securities legislation acting jointly and in concert with each other. (Please see item No.

4(i)).

10. In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including and issuance from treasury, the nature and value, in Canadian dollars of the consideration paid by the Offeror:

Not applicable.

11. If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer’s securities:

Not applicable, except as set forth in item Nos. 2, 3, 4 and 6, above.

12. If applicable, a description of the exemption from securities legislation being relied on by the Offeror and the facts supporting that reliance:

Not applicable

DATED this 8th day of October, 2008.

“Jaime Lomelin”

Jaime Lomelín

Executive Director and CEO