Rayzz

I rarely outright speculate, you’re correct I should not have used the word orbit

Rusoro is a Canadian registered stock, with majority control by Russion holders. That in itself makes me nervous.

Rusoro has had losses in previous quarters; a lot of cash has been used for acquisitions and partnerships.

Selected Quarterly Information

Q3 2008 (12,490.000)

Q2 2008 (36,818.000)

Q1 2008 (17,263.000)

Q4 2007 (12,980.000)

• On June 10, 2008, the Company closed an $80 million syndicate financing led by Peter Hambro Mining Plc. (the “Hambro Financing”). The proceeds were raised for asset acquisitions and for corporate development projects.
• On July 4, 2008 the Company entered into an agreement with the Venezuelan Ministry of Mines and Basic Industries (“MIBAM”) to establish a joint venture (the “Mixed Enterprise”) to carry on with gold exploration, development and mining of the Hecla-Venezuela assets. The Mixed Enterprise will be owned 50% by the Company and 50% by Empresa Basica Minera Nacional (“EMN”), a company owned by MIBAM. The Mixed Enterprise is expected to be created within 6 months of the date of the agreement with MIBAM. None of the Company’s existing assets, such as the Choco 10 mine, are to be contributed to the Mixed Enterprise.
• On July 8, 2008, the Company closed the acquisition of 100% of the outstanding shares of El Callao Gold Mining Ltd. and Drake-Bering Holdings B.V. including their wholly-owned subsidiaries Minera Hecla Venezolana, C.A. (“Minera Hecla”) and El Callao Gold Mining Company de Venezuela, SCS (“El Callao Gold Mining”) (the “Hecla-Venezuela Acquisition”).
• On August 11, 2008 the Company re-initiated production from underground at Isidora mine, with a production of high-grade ore grading in excess of 30 g/t.
• On September 5, 2008, the Company announced that it had formally completed agreements with MIBAM to custom mill ore from various CVG Minerven, C.A. (“CVG Minerven”) operations in Venezuela.

Many filings with the TSX are un – audited, the fact that filings are accepted, deem that they are reasonably accurate.

If Rusoro sold gold at a 25% discount to a buddy, that would be fraudulent. It most likely was presold prior to production via contract.

“…the Company is selling its gold production to registered local purchasers in Venezuela at prices based on the U.S. dollar spot price of gold, minus an average 19% discount, with settlement in bolivars pegged to the parallel rate (as defined in Venezuelan Exchange Controls and Revenue). This is more beneficial than exporting the gold at the spot price of gold and collecting through the Central Bank of Venezuela (“CBV”) in bolivars at the official rate of exchange. As a result, the Company’s reportable revenue and realized prices per ounce are below the average U.S. dollar spot price of gold. “

I do question entries such as this:

“ SUBSEQUENT EVENTS

3. On November 14, 2008 the Company advanced $1.5 million to a company owned by an officer, director and major shareholder for the purchase of a plant for the treatment of diamonds (Note 20). “ I cannot find any mention of this in note # 20.

The share capital is heavily diluted:

SHARE CAPITAL 391,455,669

Stock Options 35,376,178

Warrants 108,800,129

Fully Diluted 535,632,006

Although,

RML has issued to Goldfields 140,000,00 shares

Rusoro will pay Gold Fields $150 million in cash; accept $30 million in a convertible vendor loan; plus tend 140 million Rusoro shares (worth $308 million last Friday, after the deal announcement), in exchange for Choco and the rest of Gold Fields' Venezuelan assets.

RML has issued 4.6m shares for the Hecla transaction

Corporate Development Highlights during 2008

• On June 10, 2008, the Company closed an $80 million syndicate financing led by Peter Hambro Mining Plc. (the “Hambro Financing”). The proceeds were raised for asset acquisitions and for corporate development projects.
• On July 4, 2008 the Company entered into an agreement with the Venezuelan Ministry of Mines and Basic Industries (“MIBAM”) to establish a joint venture (the “Mixed Enterprise”) to carry on with gold exploration, development and mining of the Hecla-Venezuela assets. The Mixed Enterprise will be owned 50% by the Company and 50% by Empresa Basica Minera Nacional (“EMN”), a company owned by MIBAM. The Mixed Enterprise is expected to be created within 6 months of the date of the agreement with MIBAM. None of the Company’s existing assets, such as the Choco 10 mine, are to be contributed to the Mixed Enterprise.
• On July 8, 2008, Hecla Venezuela Acquisition; the Company closed the Hecla-Venezuela Acquisition for consideration of $20 million paid in cash and $5 million by the issuance of 4,273,504 common shares of the Company. Acquisition costs amounted to $1.2 million. In addition, the Company paid $0.9 million for the working capital of the Companies acquired in the Hecla-Venezuela Acquisition
• On August 11, 2008 the Company re-initiated production from underground at Isidora mine, with a production of high-grade ore grading in excess of 30 g/t.
• On September 5, 2008, the Company announced that it had formally completed agreements with MIBAM to custom mill ore from various CVG Minerven, C.A. (“CVG Minerven”) operations in Venezuela.
• On November 3, 2008, the Company announced that it had received an updated resource estimate for the San Rafael/El Placer Project (SREP) and the Days Vein, located in the El Dorado District, Venezuela. The updated SREP indicated resource (639,000t @ 19.41g/t Au) contained ounces decreased by 21% while the updated inferred resource ounces (703,000t @ 23.16g/t Au) increased by 42% (+156,000 ounces (“oz”)). A significant increase in grade for both categories (17% for the Indicated and 47% for the Inferred) was also documented in the updated resource estimate. For the Days Vein the updated inferred ounces (209,000t @ 5.50g/t Au) increased by 2% with a 143% increase in grade.

PREPAIDS AND DEPOSITS 7,414,046

INVENTORIES – GOLD 6,264,672

As at September 30, 2008, the Company holds cash of $604,632

Liquidity and Capital Resources

The Company’s cash position decreased from $31 million at December 31, 2007 to $20 million at September 30, 2008. This was due to a cash outflow from operating activities of $14 million, a cash inflow from financing activities of $74 million and a cash outflow from investing activities of $71 million. The Company’s current assets excluding cash less current liabilities decreased by $15.0 million, from $0.6 million as at December 31, 2007 to negative $14.4 million as at September 30, 2008, due to increases in accounts payable and accrued liabilities and income tax payable more than offsetting the increase in cash held as collateral, receivables and inventories – materials. Financing activities included $75.3 million received from the Hambro Financing. The Hambro financing principal of $80 million is repayable in full in June 2010 and bears interest at 10% per annum with semi-annual payments. Investing activities included $28 million related to the Hecla-Venezuela Acquisition and payment under the commitment agreement to create the Mixed Enterprise, $16.5 million of exploration expenditures and $21.7 million of PP&E expenditures

The fact remains, if Rusoro acquires GRZ and KRY they will be a power house in Venezuela, will this happen? Who knows…It seems the Russians are very confident they will succeed.

Hg