EARLY WARNING REPORT FILED PURSUANT TO NATIONAL INSTRUMENT 62-103
SECTION 111 OF THE SECURITIES ACT (BRITISH COLUMBIA)
SECTION 141 OF THE SECURITIES ACT (ALBERTA)
SECTION 92 OF THE SECURITIES ACT (MANITOBA)

(a) The name and address of the eligible institutional investor.
Goodman & Company, Investment Counsel Ltd. (“G&C”)
One Adelaide Street East, 29th Floor
Toronto, Ontario
M5C 2V9

(b) The net increase or decrease in the number or principal amount of securities, and in the eligible institutional investor’s securityholding percentage in the class of securities, since the last report filed by the eligible institutional investor under Part 4 or the early warning requirements. G&C’s previous report dated April 10, 2008 reported holdings of 29,241,816 common shares and 5,909,272 purchase warrants of San Gold Corporation (“San Gold”) representing approximately 13.64% of all outstanding shares on an undiluted basis or assuming the conversion of the purchase warrants into common shares, an approximate 15.95% interest on a partially diluted basis, of that class over which G&C and/or related portfolio managers exercised control or direction on behalf of investment funds and private client accounts managed by them. As a result of G&C relying on aggregation relief pursuant to sections 5.1 and 5.2 of National Instrument 62-103 commencing July 31, 2009, to report separately from its related portfolio managers, G&C is herein reporting that it exercises control or direction over 25,525,667 common shares of San Gold or 9.91% of the total outstanding common shares on behalf of the portfolios of investment funds and private client accounts managed by G&C.

(c) The designation and number or principal amount of securities and the eligible institutional investor’s securityholding percentage in the class of securities at the end of the month for which the report is made. G&C, on behalf of the portfolios of investment funds and private client accounts managed by G&C, exercises control or direction over 25,525,667 common shares of San Gold. This represents an approximate 9.91% interest in San Gold, on an undiluted basis, as at July 31, 2009.