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On Track for a New Mine

Discovery and development of precious metals - New Brunswick & Manitoba

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posted on Sep 18, 2012 08:10PM

EARLY WARNING REPORT

Made Pursuant To Multilateral Instrument 62-104 –

Take-Over Bids

and Issuer Bids

, and National Instrument 62-103 – The Early Warning

System and Related Take-Over bid and Insider Reporting Issues

1. Name and address of the offeror:

Arness Cordick (the "

Offeror ")

#507, 837 West Hastings Street

Vancouver, BC

V6C 3N6

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 obligation to file

the news release, and whether it was ownership or control that was acquired in those

circumstances:

Effective September 14, 2012, the Offeror acquired through the exercise of share purchase

warrants an aggregate of 2,000,000 common shares (the “

Shares”) in the capital stock of

Puma Exploration Inc. (the “

Issuer”) at an exercise price of $0.10 per share. As a result of the

acquisition of the shares, the Offeror increased his ownership to 10,042,000 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 obligation to file the news release:

Prior to his exercise of warrants, the Offeror held 8,042,000 Shares in the capital stock of the

Issuer and 5,000,000 Warrants. After giving effect to the transaction, the Offeror owns a total

of 10,042,000 Shares, representing 12.44% of the issued Shares of the Issuer and 3,000,000

Warrants representing 20.92% of the issued and outstanding Warrants. Assuming exercise of

the Warrants, the Offeror would hold 13.27% of the issued and outstanding Shares on a fully

diluted basis.

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;

See Item 3 above.

(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. (a) The name of the market in which the transaction or occurrence that gave rise to

the news release took place:

The transaction was carried out privately.

(b) 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 obligation to file a news release:

N/A

6. The purpose of the Offeror and any joint actors in effecting the transaction or

occurrence that gave rise to the news release, including any future intention to acquire

ownership of, or control over, additional securities of the reporting issuer:

The Shares were acquired by the Offeror for investment purposes. Although the Offeror has

no current plans, the Offeror may in the future increase or decrease his ownership of

securities of the Issuer from time to time depending upon the business and prospects of the

Issuer and future market conditions.

7. 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 news release, including

agreements with respect to the acquisition, holding, disposition or voting of any of the

securities:

N/A.

8. The names of any joint actors in connection with the disclosure required by this Report:

N/A.

9. 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 an

issuance from treasury, the nature and value of the consideration paid by the Offeror:

The warrant exercise price paid by the Offeror for the Shares was $0.10 per share, for an

aggregate of $200,000, which amount was paid by cash.

10. 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 in respect of the

reporting issuer's securities:

N/A.

11. If applicable, a description of the exemption from securities legislation being relied on by

the Offeror and the facts supporting that reliance.

N/A

DATED

at Vancouver, British Columbia, the 18th day of September, 2012.

“

Arness Cordick”

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