UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 20-F

[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES
    EXCHANGE ACT OF 1934
OR
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

    For the fiscal year ended December 31, 2010
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934
OR
[ ] SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

                       Commission file number: 000-14740

         North American Nickel Inc. (formerly Widescope Resources Inc.)
             (Exact name of Registrant as specified in its charter)

                      Province of British Columbia, Canada
                 (Jurisdiction of incorporation or organization)

  #301 - 260 West Esplanade, North Vancouver, British Columbia, Canada V7M 3G7
                    (Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

   Title of each class              Name of each exchange on which registered
   -------------------              -----------------------------------------
           None                                       None

Securities  registered or to be registered pursuant to Section 12(g) of the Act.
Common Shares, no par value

Securities for which there is a reporting  obligation  pursuant to Section 15(d)
of the Act. None

Indicate the number of  outstanding  shares of each of the  issuer's  classes of
capital  or common  shares as of the close of the  period  covered by the annual
report:

     35,231,730 inclusive of the conversion of the outstanding Series 1
     Convertible Preferred Shares

Indicate by check mark if the registrant is a well-known  seasoned  issuer.
[ ] Yes [X] No

If this report is an annual or transition report,  indicate by check mark if the
registrant  is not required to file  reports  pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934. [ ] Yes [X] No

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. [X] Yes [ ] No

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, or a non-accelerated filer.

[ ] Large accelerated filer   [ ] Accelerated filer    [X] Non-accelerated filer

Indicate by check mark which financial statement item the registrant has elected
to follow. [X] Item 17 [ ] Item 18

If this is an annual report,  indicate by check mark whether the registrant is a
shell company as defined in Rule 12b-2 of the Exchange Act. [ ] Yes [X] No

Unless  otherwise  indicated,  all  references  herein are expressed in Canadian
dollars and United States currency is stated as "U.S.$__________."

THIS SUBMISSION  SHOULD BE CONSIDERED IN CONJUNCTION WITH PREVIOUSLY FILED FORMS
20-F AND 6-K. THE AUDITED FINANCIAL STATEMENTS AND NOTES THERETO ATTACHED ARE AN
INTEGRAL PART OF THIS SUBMISSION.
<PAGE>
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not required

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not required

ITEM 3. KEY INFORMATION

A. SELECTED FINANCIAL DATA.

The following  selected  financial data has been extracted from the consolidated
financial  statements  for the last five years  prepared  pursuant  to  Canadian
generally accepted accounting  principles  ("GAAP").  Where material differences
exist  between  Canadian  and US GAAP,  corresponding  comparison  data has been
provided in US GAAP for clarity.

North American Nickel Inc. (formerly  Widescope  Resources Inc.) (the "Company")
was  incorporated  on  September  23,  1983.  The Company  changed its name from
Widescope Resources Inc. to North American Nickel Inc. effective April 19, 2010.
The Company's principal business activity is the exploration of natural resource
properties.

Effective  April  19,  2010  the  Company's   shareholders  approved  a  special
resolution to reorganize the Company's  capital  structure by consolidating in a
reverse stock split the existing  common shares on the basis of each two (2) old
shares  being  equal  to one (1)  new  share  and  concurrently  increasing  the
authorized  capital of the Company from  100,000,000  common shares  without par
value to an unlimited  number of common shares without par value. All references
to common shares, stock options,  warrants and weighted average number of shares
outstanding  in this Form 20-F  retroactively  reflect  the share  consolidation
unless  otherwise  noted. The net effect of the above was to reduce the existing
outstanding common shares from 10,883,452 to 5,441,730.

                                       2
<PAGE>
North American Nickel Inc.
(formerly Widescope Resources Inc.)
Selected Financial Data in accordance with United States GAAP
(Expressed in Canadian Dollars)

<TABLE>
<CAPTION>
                                                                    Years Ended December 31,
                                               2010            2009            2008            2007            2006
                                            ----------      ----------      ----------      ----------      ----------
<S>                                 <C>                    <C>             <C>             <C>             <C>
Net operating revenues              $                0               0               0               0           9,689

Loss from continued operations      $                0         (35,773)        (59,776)        (56,820)       (370,305)
Income from discontinued
 operations                         $              N/a             N/a             N/a             N/a             N/a
Net loss                            $         (693,318)       (117,645)       (205,221)        (56,820)       (370,350)
Comprehensive loss                  $         (717,843)        (93,120)       (205,221)        (56,820)       (370,350)

Loss per share from continued
 operations                         $            (0.04)          (0.02)          (0.04)          (0.01)          (0.03)
Income per share from
 discontinued operations            $              N/a             N/a             N/a             N/a             N/a
Income per share after
 discontinued operations            $              N/a             N/a             N/a             N/a             N/a

Share capital                       $       15,310,333      13,649,333      13,649,333      13,649,333      13,649,333
Common shares issued                        35,231,730       5,441,730       5,441,730       5,441,730       5,441,730
Weighted average shares
 outstanding                                19,941,566       5,441,730       5,441,730       5,441,730       5,191,726

Total assets                        $        1,186,192         153,074          46,312          74,339         110,607

Net assets (liabilities)            $        1,036,301         (75,148)       (106,684)       (104,642)        (44,086)

Convertible debentures(current
 and long term portions)            $              N/a             N/a             N/a             N/a             N/a

Cash dividends declared per
 common share                       $                0               0               0               0               0
Exchange rates (Cdn$ to U.S.$)
 period average                     $            .9709          0.8757          0.9371          0.9304          0.8818

Exchange rates (CDN$ to U.S.$)
 for most recent six months
                                             Period High      Period Low
                                             -----------      ----------
October 2010                        $           0.9970          0.9690
November 2010                       $           0.9987          0.9743
December 2010                       $           1.0054          0.9825
January 2011                        $           1.0138          0.9978
February 2011                       $           1.0268          1.0045

March 2011                          $           1.0026          1.0340
Exchange rate (CDN$ to U.S.$)
 April 19, 2011                     $           1.0319
</TABLE>

B. Not required

C. Not required

                                       3
<PAGE>
D. RISK FACTORS.

The business of the Company entails  significant risks, and an investment in the
securities of the Company should be considered highly speculative. An investment
in the  securities of the Company  should only be undertaken by persons who have
sufficient  financial  resources  to  enable  them to  assume  such  risks.  The
following is a general  description of all material  risks,  which can adversely
affect the business and in turn the financial results,  ultimately affecting the
value of an investment the Company.

     THE COMPANY HAS NO VIABLE COMMERCIAL BUSINESS.
     Having no viable  business  it is  difficult  to  determine a price for the
     common  shares.  That price must  therefore  be dependent on the value that
     each  individual  buyer and  seller  place on the future  prospects  of the
     company,  rather  than  any  objective  measurement.  This  is a very  risk
     position for shareholders, as the majority perception may turn negative and
     price decline severely.

     THE COMPANY HAS LIMITED FUNDS.
     Funds are the fuel needed to drive the  company.  Should  current  funds be
     consumed,  and the company not be able to attract more  capital,  prospects
     for shareholders  would become extremely  negative,  and shareholder losses
     will inevitably occur. THERE IS NO ASSURANCE THAT

     THE COMPANY CAN ACCESS ADDITIONAL CAPITAL.
     The  company  will  need to  demonstrate  performance  in order to  attract
     additional capital. As the mineral exploration  business has a high element
     of chance  associated  with it,  it is  possible  that none of the  current
     properties will have any value.  The capital markets could perceive this to
     be a  demonstration  of  poor  performance,  and be  unwilling  to  provide
     additional funds.  Should this happen,  shareholders will incur significant
     losses.

     THERE  IS NO  ASSURANCE  THAT THE  TRANSACTIONS  DISCLOSED  HEREIN  WILL BE
     SUCCESSFUL IN ITS QUEST TO FIND A COMMERCIALLY  VIABLE  QUANTITY OF MINERAL
     RESOURCES.
     Unless the Company is able to secure other more viable projects,  providing
     better  future  prospects,  buyer  interest for common  shares will decline
     severely, resulting in lower prices and significant shareholder losses.

     THERE IS NO ASSURANCE THAT OTHER  PROSPECTIVE  MINERAL  PROPERTIES OR OTHER
     ASSETS CAN BE  ACQUIRED,  AND IF  ACQUIRED  THAT THE  NECESSARY  ADDITIONAL
     CAPITAL CAN BE  ATTRACTED.  Either of these is possible.  Either  occurring
     will have the same  inevitable  outcome.  Demand for the common shares will
     decline  severely,  resulting in a drop in trading price,  and  significant
     shareholder losses.

     THE COMPANY HAS A HISTORY OF OPERATING LOSSES AND MAY HAVE OPERATING LOSSES
     AND A NEGATIVE CASH FLOW IN THE FUTURE.
     This  will  mean  that  additional  shares  will  need  to be  sold to fund
     operations. Without a concurrent improvement in future prospects, this will
     result in supply of stock  exceeding  demand,  and much lower prices.  This
     will cause shareholders to lose money.

     THE COMPANY'S AUDITORS HAVE INDICATED THAT U.S.  REPORTING  STANDARDS WOULD
     REQUIRE THEM TO RAISE A CONCERN ABOUT THE COMPANY'S  ABILITY TO CONTINUE AS
     A GOING CONCERN.
     Additional  capital  will  need to be  raised.  This  could  result  in the
     perception  of lowered  future  prospects,  lower demand for the  Company's
     common share, lower stock prices, and shareholder losses.

     THERE  CAN BE NO  ASSURANCE  THAT A  LIQUID  MARKET  WILL  DEVELOP  FOR THE
     COMPANY'S SHARES AND THEREFORE NO ASSURANCE THAT  SHAREHOLDERS WILL BE ABLE
     TO SELL THEIR SHARES.
     Lack of liquidity that prevents  shareholders from selling, or limits their
     abilities  to sell,  will all too  likely  lead to  significant  losses for
     shareholders.

     MANAGEMENT  HAS LITTLE  EXPERTISE  IN MINING , WHICH MAY  ULTIMATELY  CAUSE
     SHAREHOLDERS TO LOSE MONEY.
     Management may waste the Company's limited capital on worthless properties,
     or it may do the wrong things with properties that could have value. Either

                                       4
<PAGE>
     way, the outcome will be the same.  Money will have been wasted without any
     corresponding  creation  of value.  This will  cause  shareholders  to lose
     patience  and lose  interest.  This could lead to  significantly  increased
     selling  of  shares,  driving  down the  price,  and  leading to losses for
     investors.

     THE COMPANY'S  COMMON STOCK IS THINLY TRADED SO IT IS MORE  SUSCEPTIBLE  TO
     EXTREME  RISES OR DECLINES  IN PRICE,  AND YOU MAY NOT BE ABLE TO SELL YOUR
     SHARES AT OR ABOVE THE PRICE PAID.
     You may have difficulty  reselling shares of our common stock, either at or
     above the price paid, or even at fair market value.  The stock market often
     experiences  significant  price and volume  changes that are not related to
     the operating performance of individual  companies,  and because our common
     stock is thinly  traded it is  particularly  susceptible  to such  changes.
     These broad market  changes may cause the market price of our common shares
     to  decline,  regardless  of how well  the  company  performs.  This may be
     exaggerated  by the fact  that  the  shares  trade on the  over-the-counter
     bulletin  board  ("OTCBB"),  which is owned and  operated by the  Financial
     Industry  Regulatory  Authority  ("FINRA").  Trading  on the OTCBB is often
     extremely sporadic, and subject to manipulation by market-makers, and short
     sellers.  This may  cause  you to lose  money  as you may  have  difficulty
     selling the shares that you own.

     THE  COMPANY'S  COMMON STOCK IS SUBJECT TO THE "PENNY  STOCK"  REGULATIONS,
     WHICH ARE LIKELY TO MAKE IT MORE DIFFICULT TO SELL.
     A "penny stock" is generally a stock trading under $5.00 per share, and not
     registered  on a  national  securities  exchange  or quoted  on the  NASDAQ
     national  market.  The SEC has adopted  rules that  regulate  broker-dealer
     practices in connection  with  transactions  in penny stocks.  These rules,
     intended  to  protect  investors,  generally  have the  result of  reducing
     trading in such stocks,  restricting the pool of potential  investors,  and
     making it more  difficult for investors to sell their shares once acquired.
     Since our common  shares are subject to the "penny  stock"  rules,  you may
     find it more difficult to sell your shares.

     AS A FOREIGN  ISSUER,  THE  COMPANY IS EXEMPT  FROM  CERTAIN  INFORMATIONAL
     REQUIREMENTS OF THE EXCHANGE ACT TO WHICH DOMESTIC ISSUERS ARE SUBJECT.
     As a  foreign  issuer  we  are  not  required  to  comply  with  all of the
     informational  requirements of the Exchange Act. As a result,  there may be
     less information  concerning our company publicly available than if we were
     a domestic United States issuer. In addition, our officers,  directors, and
     principal  shareholders  are exempt  from the  reporting  and short  profit
     provisions  of Section 16 of the Exchange  Act,  and the rules  promulgated
     thereunder. Therefore, our shareholders may not know on a timely basis when
     our officers, directors, and principal shareholders purchase or sell shares
     of our common stock.

     AS A CANADIAN  COMPANY WITH MOST ASSETS AND KEY PERSONNEL  LOCATED  OUTSIDE
     THE UNITED  STATES,  YOU MAY HAVE  DIFFICULTY  IN ACQUIRING  UNITED  STATES
     JURISDICTION,  OR ENFORCING A UNITED  STATES  JUDGMENT  AGAINST US, OUR KEY
     PERSONNEL, OR ASSETS.
     As a  Canadian  company  many of our assets  and key  personnel,  including
     directors and officers,  reside outside the United States.  As a result, it
     may be difficult or impossible  for you to effect service of process within
     the United States upon us or any of our key personnel or to enforce against
     us or any of our key personnel judgments obtained in United States' courts,
     including  judgments  relating to United States  federal  securities  laws.
     Canadian  courts may not permit you to bring an original  action in Canada,
     or recognize or enforce  judgments of United States courts obtained against
     us predicated  upon the civil  liability  provisions of federal  securities
     laws of the United States,  or of any state thereof.  Furthermore,  because
     many of our assets are located in Canada,  it would be extremely  difficult
     to access these assets to satisfy any award entered  against us in a United
     States court. Accordingly,  you may have more difficulty in protecting your
     interests in the face of actions  taken by our  management,  members of our
     board  of  directors,  or  our  controlling  shareholders  than  you  would
     otherwise as shareholders of a United States public company.

     THE  COMPANY  DOES NOT  INTEND TO PAY ANY  COMMON  STOCK  DIVIDENDS  IN THE
     FORESEEABLE FUTURE.
     We have never declared or paid a dividend on our common stock, and, because
     we have very limited  resources,  we do not anticipate  declaring or paying

                                       5
<PAGE>
     any dividends in the foreseeable future. It is unlikely that the holders of
     our common shares will have an  opportunity  to profit from anything  other
     than  potential  appreciation  in the value of our  common  shares.  If you
     require dividend income, you should not rely in an investment in our common
     shares to provide it.

     FUTURE  ISSUANCES OF COMMON STOCK MAY DEPRESS  STOCK PRICES AND DILUTE YOUR
     INTEREST.
     We may issue additional shares of our common stock in future financings, or
     grant stock options to our employees,  officers, directors, and consultants
     under our stock incentive plan. Any such issuances could have the effect of
     depressing  the market price of our common stock,  and, in any case,  would
     dilute  the   percentage   ownership   interests  in  our  company  of  our
     shareholders.   In  addition  we  could  issue  securities  having  rights,
     preferences and privileges senior to those of our common shares. This could
     depress the value of our common shares.

ITEM 4. INFORMATION ON THE COMPANY

A. HISTORY AND DEVELOPMENT OF THE COMPANY.

The Company was incorporated under the laws of the Province of British Columbia,
Canada,  by filing of Memorandum  and Articles of  Association  on September 20,
1983,  under the name Rainbow  Resources  Ltd. The Company's name was changed to
Widescope  Resources  Ltd.  on May 1, 1984,  and to Gemini  Technology  Inc.  on
September 17, 1985. In conjunction  with a reverse split of its common shares on
a five-old for one-new basis, the Company adopted the name International  Gemini
Technology  Inc effective  September 23, 1993. The Company's name was changed to
Widescope Resources Inc.,  effective July 12, 2006. Effective April 19, 2010 the
Company's shareholders approved a special resolution to reorganize the Company's
capital  structure by consolidating in a reverse stock split the existing common
shares on the basis of each two (2) old shares  being equal to one (1) new share
and  concurrently   increasing  the  authorized  capital  of  the  Company  from
100,000,000  common  shares  without par value to an unlimited  number of common
shares  without  par value.  Also  effective  this date the  Company's  name was
changed to North American  Nickel Inc. to reflect its new focus.  All references
to common shares, stock options,  warrants and weighted average number of shares
outstanding in accompanying financial statements retroactively reflect the share
consolidation  unless otherwise noted. The Company is currently in good standing
under the laws of British  Columbia.  The  registered  and records office of the
Company are located at #1750 - 1185 West Georgia Street,  Vancouver, B.C. Canada
V6E 4E6 and the Company's  principal executive offices are located at #301 - 260
West Esplanade, North Vancouver, BC, V7M 3G7, telephone (604) 986-2020.

In April 2010 the  Company  initiated  a series of actions to realign  its focus
into the  field of  nickel  exploration  in the  prolific  nickel  belts  around
Sudbury,  Ontario and Thompson  Manitoba.  These actions were reported in a news
release dated April 6, 2010.

B. BUSINESS OVERVIEW

In April  2005 the  Company  entered  into a  subscription  agreement  to invest
$200,000 into Outback  Capital Inc. dba Pinefalls Gold ("PFG") a private Alberta
company with certain directors and a principal shareholder of PFG in common with
the Company.

In  conjunction  with  the  April  2010  refocusing  of the  Company  on  nickel
exploration,  as of April 23, 2010 the Company entered into an agreement with an
independent  third party that  resulted  in  divesting  its  interest in Outback
Capital Inc., and its remaining  interest in the Rice Lake properties.  The sale
was completed as of May 31, 2010, and the proceeds from the sale were $52,606.

                                       6
<PAGE>
In  conducting  its  business  operations,  the Company is not  dependent on any
patented or license processes, technology,  industrial,  commercial or financial
contract or new manufacturing processes.

The  Company  competes  with  other  exploration  companies,  some of which have
greater  financial  resources and technical  facilities,  for the acquisition of
mineral  interests,  as well as for the  recruitment  and retention of qualified
employees.  Exploration in Manitoba has experienced a dramatic revival in recent
years and  increased  activity  is  forecast  for the  future.  We  compete  for
qualified employees with other Canadian companies, including Harvest Gold Corp.,
Grandview Gold Inc., and San Gold Corp. amongst others.

With the dramatic and possibly  unprecedented  contraction  of global  financial
markets  experienced in 2008, a tidal wave of qualified people became available.
Suddenly,  capital became unavailable.  Exploration companies everywhere reduced
overhead.

Access to capital  eased  marginally  toward the latter part of 2009 and beyond.
More capital became available,  and enthusiasm for mining projects  increased at
much the same time. The latter,  because of expectations of increased inflation,
brought  increased  demand for precious metals and because of the expectation of
an increasing demand for base metals from Asia.

To focus on the  expected  increased  demand for base  metals,  the  Company has
entered into  agreements  to acquire  rights to four  properties  in the Sudbury
Ontario  nickel belt,  and one  agreement  to acquire 100%  ownership of another
property  in the area of the  Thompson  Manitoba  nickel  belt.  As part of this
change in focus, the Company has entered into an arms length agreement to divest
its interest in Outback Capital Inc., and through this, its interest in the Pine
Falls Manitoba gold properties.

The Company  arranged two  non-brokered  private  placements to finance  working
capital  and the  first  exploration  work at Post  Creek  and Bell  Lake in the
Sudbury  nickel  belt.  It has also  attracted  four new  directors,  each  with
significant  experience  in  mineral  exploration,  to  replace  three  previous
directors, and add one additional director.

C. ORGANIZATIONAL STRUCTURE.

The  Company is part of no other  group.  During  the year  ended June 30,  2006
Outback  Capital Inc. dba Pinefalls Gold ("PFG") a private  Alberta  corporation
became a majority-owned  subsidiary of the Company.  PFG was incorporated  under
the Alberta BUSINESS  CORPORATIONS ACT on February 6, 2001. During the year, the
Company entered into an agreement with an arms length entity that resulted in it
divesting of its interest in Outback Capital Inc.

D. PROPERTY, PLANTS AND EQUIPMENT.

The Company's head office and principal facility, which is leased, is located at
260 West Esplanade, North Vancouver.

The Company  has  entered  into four  agreements  to acquire  rights to the Post
Creek,  Bell Lake,  Woods Creek and Halcyon  properties in the Sudbury,  Ontario
nickel  belt;  and  an  agreement  to  acquire  up to a  100%  ownership  of the
high-grade  Ni-Cu-PGE South Bay property near Thompson and the large  grassroots
Thompson  North and Cedar  Lake  properties,  which are part of the  world-class
Thompson Nickel Belt.

                                       7
<PAGE>
SUDBURY NICKEL PROPERTIES:

POST CREEK:  The  property is located 35 km east of Sudbury in Norman and Parkin
townships  and  consists  of 35  contiguous  unpatented  mining  claims  and one
isolated claim  covering an area of 688 hectares.  It is  strategically  located
adjacent to the producing Podolsky copper-nickel-platinum group metal deposit of
FNX Mining.  The property  lies along the  extension of the Whistle  Offset Dyke
Structure which is a major geological control for Ni-Cu-PGM mineralization. This
structure  hosted the former INCO  Whistle  Offset  copper-nickel-PGM  Mine (5.7
million tons grading  0.33% Cu, 0.95% Ni and 3.77 g/t total  platinum  metals as
well as the Podolsky North and Podolsky 2000 copper-precious metal deposits. FNX
forecast the production of 372,049 tons of ore at Podolsky  yielding 1.8 million
pounds of payable  nickel,  28.5  million  pounds of  payable  copper and 27,300
ounces of payable  platinum,  palladium  and gold for 2009.  Previous  operators
located the  extension  of the Whistle  Offset Dyke  structure on the Post Creek
property as a direct result of their  geological,  geophysical  and Mobile Metal
Ion geochemical  surveys.  Drilling on this structure  intersected a 0.66 m near
solid to solid  sulphide  zone with 0.48%  copper,  0.08%  nickel,  53 parts per
billion  (ppb)  palladium,  34  ppb  platinum  and 20 ppb  gold.  A rock  sample
collected along the structure  assayed 0.83% Ni, 0.74% Cu, 0.07% Co, 2241 ppb Pt
and 1051 ppb Pd. Significant  potential for nickel-copper-PGM is demonstrated on
the Post Creek property.

A NI 43-101 compliant  Technical Report has been  commissioned,  with Dr. Walter
Peredery, formerly of INCO, as the author.

BELL  LAKE:  The  Bell  Lake  property  is  a  256  acre  property  that  covers
approximately  1 km of the Mystery Offset Dyke or "MOD".  The MOD is interpreted
to be an  extension  of the  Worthington  Offset  Dyke  which is a 10-11 km long
mineralized  structure  that  extends from the  southwest  margin of the Sudbury
Igneous   Complex.   Offset  Dyke   environments   are   significant   hosts  to
nickel-copper-PGM  mineralization  in the Sudbury Basin. The Worthington  Offset
Dyke  hosts  the past  producing  Worthington  Mine and the  Victoria  Mine (1.5
million tons of 2.2% copper,  1.5% nickel and 2.3 g/t total precious metals). It
is also host to Vale Inco's Totten Mine  development  (10.1 million tons at 1.5%
nickel,  2% copper  and 4.8 g/t  platinum  group  metals).  Crowflight  Minerals
AER-Kidd  property  also occurs  within the  Worthington  Offset.  The Bell Lake
property  is  marked  by  surface   exposures  of   disseminated  to  near-solid
nickel-copper  sulphide  mineralization with PGM values. The Mystery Offset Dyke
offers  excellent   exploration   potential  for  the  discovery  of  additional
nickel-copper-PGM  mineralization.  Deep-looking ground geophysical technologies
and diamond  drilling will test the property after detailed  geological  mapping
has been undertaken on the property.

HALCYON: The property is located 35 Km NNE of Sudbury in the SE corner of Parkin
Twp, and consists of 46 unpatented  mining claims.  It is readily  accessible by
paved and  all-weather  gravel  road.  Halcyon  is  adjacent  to the Post  Creek
property  and  contains  the  extension  of the  metallogenetically  significant
Whistle  Offset  Structure.  It is  approximately  2 km north  of the  producing
Podolsky Mine of FNX Mining. Previous operators on the property defined numerous
conductive  zones based on induced  polarization  (I.P.) surveys with coincident
anomalous soil geochemistry.  Base and precious metal  mineralization  have been
found in multiple  locations on the property but follow-up  work was never done.
The former producing Jon Smith Mine  (nickel-copper-cobalt-platinum) is situated
1 Km North of the property.

WOODS CREEK:  The Woods Creek claim block is located in Hyman  Township about 50
km west of Sudbury and  comprises  eight  contiguous  unpatented  mining  claims
covering  1,264  hectares.  The  target  on  the  property  is  disseminated  to
near-solid  nickel-copper-cobalt-PGM   mineralization  hosted  within  Nipissing
Diabase dykes which cover 50% of the property.  This style of  mineralization is
currently being mined by Ursa Major Minerals at their Shakespeare  deposit 15 km
southwest of the Woods Creek property.  It contains 7,301,000 tons grading 0.37%
Ni, 0.39% Cu, 0.024% Co, 0.37 g/t Pt, 0.40 g/t Pd and 0.20 g/t Au.

                                       8
<PAGE>
Previous  operators  defined a number of  mineralized  zones on the Woods  Creek
property,  but  little  follow-up  exploration  was  undertaken.  The Main  Zone
prospect is a zone of 10-40% pyrrhotite-chalcopyrite mineralization that assayed
1.22% Cu, 0.95% Ni, 354 ppb combined Pt and Pd and 136 ppb Au. Diamond  drilling
on  this  zone  intersected  a 6.5 m  section  of  gabbro  with  pyrrhotite  and
chalcopyrite  that  assayed up to 1.09% Ni, 0.37% Cu, 301 ppb combined Pt and Pd
and 1110 ppm Co (0.11%).  The  Ravenshill  prospect was  discovered in 2005 as a
result of geological mapping and prospecting. It comprises near solid pyrrhotite
and  chalcopyrite in brecciated  gabbro with assays of 0.66% Ni, 0.90% Cu, 0.09%
Co, 68 ppb Pt, 227 ppb Pd and 46 ppb Au.

MANITOBA NICKEL PROPERTIES:

SOUTH BAY:  Exploration  was spurred at the South Bay property by the September,
2003   discovery   of  a  zone  of   high-grade   nickel   mineralization.   The
nickel-copper-cobalt  platinum group element  ("PGE") zone was found in one wall
of a new road cut 60 km east of the town of Leaf Rapids,  Manitoba.  The average
grade of eleven  samples of near-solid  sulphide  collected  from  boulder-sized
blast  rubble in the road cut  exposure  is 2.42 % Ni, 0.78 % Cu, 697 ppm Co and
1.32 g/t PGE. The mineralization is sedimentary-rock-hosted and exhibits similar
metal characteristics to ores associated with magma-derived nickel deposits that
are mined at Thompson and worldwide.  Airborne  geophysical  surveys (VTEM) have
been flown over the property and preliminary soil geochemical  surveys have been
undertaken.

THOMPSON  NORTH:  The  property  overlies the world class  Thompson  Nickel Belt
("TNB")  where Vale Inco  continues  to mine  nickel-copper-cobalt  and platinum
group element  mineralization  hosted  within  sedimentary  and mafic  intrusive
rocks.  Based on research by the  Manitoba  Geological  Survey the  northeastern
extension of the TNB has been traced through the Thompson North property  making
the area highly  attractive  for  repetitions  of TNB  mineralization.  Airborne
geophysics  (VTEM) has been  flown  over the  property  and  numerous  anomalous
magnetic and electromagnetic features identified.  Follow-up exploration will be
based upon ranking and modeling of geophysics and soil geochemical surveys.

CEDAR LAKE: The property  occupies the southern  portion of the Thompson  Nickel
Belt  where  previous  exploration  based on the  drill-testing  of  geophysical
anomalies  has  identified  key  stratigraphic  components  that host  producing
nickel-copper-cobalt  and platinum group elements at the Thompson and Pipe Mines
of Vale Inco. Nickel mineralization has been intersected in drilling on adjacent
Mineral Exploration Licenses. The prospective rock units are overlain by younger
carbonate  rocks and  conceal the TNB in this area.  The Company has  undertaken
airborne  geophysical  surveys  (VTEM) and  delineated  numerous  conductive and
magnetic  anomalies.  These  anomalies  will be  prioritized  and  drill  tested
subsequent to soil geochemical surveys.

All  technical  information  in this Form  20-F has been  reviewed  by Dr.  Mark
Fedikow,  PGeo,  the  qualified  person for North  American  Nickel  Inc.  under
National Instrument 43-101.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

THE FOLLOWING  DISCUSSION AND ANALYSIS  SHOULD BE READ IN  CONJUNCTION  WITH THE
CONSOLIDATED  FINANCIAL  STATEMENTS AND NOTES THERETO  INCLUDED HEREIN (SEE ALSO
"SELECTED  FINANCIAL  DATA").  THE CONSOLIDATED  FINANCIAL  STATEMENTS HAVE BEEN
PREPARED IN ACCORDANCE WITH CANADIAN GAAP.  REFER TO NOTE 13 TO THE CONSOLIDATED
FINANCIAL  STATEMENTS  FOR A DESCRIPTION  OF  TRANSACTIONS  THAT WERE SUBJECT TO
MATERIAL MEASUREMENT  DIFFERENCES BETWEEN CANADIAN GAAP AND U.S. GAAP UNDER ITEM
17.

                                       9
<PAGE>
OVERVIEW

With the acquisition of PFG effective June 30, 2006, the Company's primary focus
shifted to mineral resource exploration operations rather than acquisitions. The
Company charged PFG a modest management fee to offset its reciprocal  efforts to
coordinate  PFG's affairs  until  control of PFG was  acquired.  In 2006 PFG was
charged $9,000 in management  fees.  This  management  function has been largely
carried out by the directors and large shareholders,  at their own expense.  The
Company's  management team,  affiliates and directors have special  expertise in
the areas of operations, due diligence, financial analysis and corporate finance
strategy with respect to emerging growth enterprises.  Additionally, the Company
retains Dockside Capital Group to provide certain management functions and in so
doing can also access its similar expertise.

A. OPERATING RESULTS

Historically,  the Company has shown modest  losses for the past several  years.
These  losses  result  largely  from  having  little or no revenue  and  minimal
operating  expenses,  rather  than having  significant  operating  and  overhead
expenses.  In 2004 the Company elected to sell its passive investment,  and this
resulted in a loss that was somewhat greater than usual. Prior to the completion
of the PFG  acquisition,  the  expenses  of the Company  were almost  completely
related to satisfying  regulatory  requirements,  including the annual  meeting,
financial   reporting,   communications  with  shareholders;   and  seeking  and
evaluating   acquisition  prospects  for  suitability  and  ability  to  attract
financing.

With the June 30, 2006 completion of the PFG acquisition the Company's  expenses
became more heavily weighted in favor of the exploration work and analysis being
carried out on those  properties.  On May 31, 2010 the Company sold its interest
in PFG and at  December  31, 2010 no longer  holds an interest in the  Pinefalls
Gold  Property.  The Company will continue in the  exploration  business via the
April 2010  agreements  to acquire  rights to the Post Creek,  Bell Lake,  Woods
Creek and Halcyon  properties  in the  Sudbury,  Ontario  nickel  belt;  and the
agreement  to acquire  100%  ownership  of the  high-grade  Ni-Cu-PGE  South Bay
property near Thompson and the large  grassroots  Thompson  North and Cedar Lake
properties, which are part of the Thompson Nickel Belt.

As a result of initiatives that were announced on April 6, 2010, activities will
shift from the Bissett  area and precious  metals,  to base metals in and around
Sudbury Ontario, and Thompson Manitoba.

BUSINESS OVERVIEW

With the April 2010 entry into base metal exploration the Company is effectively
a new company with its first focus on its two key Sudbury  properties.  The Post
Creek  property is  strategically  located  adjacent to the  producing  Podolsky
copper-nickel-platinum  group metal  deposit of FNX Mining.  The  property  lies
along the  extension  of the  Whistle  Offset dike  structure,  which is a major
geological  control for  Ni-Cu-PGM  mineralization.  The Bell Lake property is a
256-acre property that covers  approximately one kilometre of the Mystery Offset
dike or MOD. The MOD is interpreted to be an extension of the Worthington Offset
dike which is a 10- to 11-kilometre-long mineralized structure that extends from
the southwest margin of the Sudbury igneous complex. The Company also has rights
to explore the Woods Creek and Halcyon  properties in the Sudbury area;  and has
an agreement to acquire 100%  ownership to the  high-grade  Ni-Cu-PGE  South Bay
property near Thompson and the large  grassroots  Thompson  North and Cedar Lake
properties, which are part of the world-class Thompson Nickel Belt in Manitoba.

The Company entered into an agreement with an independent entity to sell Outback
Capital Inc.,  and its  remaining  interest in this  property.  This was done in
order to prepare for the shift in focus from precious metals to base metals.

                                       10
<PAGE>
FLUCTUATIONS IN RESULTS

The Company's annual operating results fluctuate,  a little and revenues at this
point  are  not  generated.  Expenses  fluctuate  on  the  basis  of  costs  for
exploration and related activities,  and the ever increasing  administrative and
other costs of complying with the various  regulatory  requirements  of a public
company.  We expect that these  regulatory  related  expenses  will  continue to
increase due to the upward  pressure on  professional  fees charged to reporting
companies,  resulting from changes to securities  legislation  throughout  North
America.

With the April 2010 entry into the arena of base metal  exploration  the Company
expects to report significant  additional  expenses in the future related to the
exploration  activities  undertaken  in the  Sudbury  area  of  Ontario  and the
Thompson Nickel Belt in Manitoba. Following the expected sale of Outback Capital
Inc.,  the Company will have no further  expenses  related to exploration in the
Bissett area.

B. LIQUIDITY AND CAPITAL RESOURCES

Since the  Company is  organized  in Canada,  the  Company's  December  31, 2010
consolidated financial statements have been prepared in accordance with Canadian
generally accepted accounting principles.

As at December 31, 2010, the Company had accumulated losses totaling $14,311,794
and a working capital of $556,665.  The continuation of the Company is dependent
upon the  continued  financial  support  of  shareholders  as well as  obtaining
additional financing for the current and subsequent resource projects.

As noted,  these conditions raise  substantial doubt about the Company's ability
to continue as a going  concern.  The  financial  statements  do not include any
adjustment that might arise from  uncertainty.  The auditors' report includes an
explanatory  paragraph  disclosing the Company's  ability to continue as a going
concern.

As at December 31, 2010 the Company had cash of $659,227 and working  capital of
$556,665.

C. RESEARCH AND DEVELOPMENT, PATENTS AND LICENSES, ETC.

Not applicable

D. TREND INFORMATION

The major  trends  impacting  the company and its industry are lack of access to
capital,   caused  by  the  severe  global   financial   contraction,   and  the
corresponding  contraction of demand for most commodities.  Only precious metals
seem to have continuing and possibly increasing demand.

IMPACT OF INFLATION

The Company  believes that  inflation had minimal effect on costs related to its
exploration activities in the 12 months ending December 31, 2010.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to the Company.

                                       11
<PAGE>
E. OFF-BALANCE SHEET ARRANGEMENTS

Not applicable

F. TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS

Not applicable

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

It should be noted that the  management  discussed  below is primarily  involved
with the Company's current  activities.  As the Company concludes an acquisition
or merger,  or embarks on any other type of project,  additional  personnel with
differing areas of expertise will be utilized. Directors are elected annually by
a majority  vote of the  shareholders  and hold  office  until the next  general
meeting  of the  shareholders.  Officers  are  appointed  by,  and  serve at the
discretion of, the board of directors. The names, place of residence,  positions
within the Company and the  principal  occupations  of the  directors and senior
officers of the Company are set out below.

A. DIRECTORS AND SENIOR MANAGEMENT.

 Name, Municipality of                        Principal Occupation and
Residence and Position                          Position During the
 with the Corporation             Age              Past Five Years
 --------------------             ---              ---------------

Douglas E. Ford (1)              47     Director   since   September  10,  1992;
West Vancouver, B.C.                    General Manager of Dockside  Capital,  a
Director                                private  merchant  banking  and  venture
                                        capital firm, from 1986 to present.

Richard J. Mark                  60     CEO & Chairman of VMS Ventures Inc. from
North Vancouver, BC                     2002  -  present,   CEO  &  Chairman  of
Chairman & Chief Executive              Harvest  Gold  Corporation  from  2005 -
Officer                                 present     President     &    CEO    of
                                        Pancontinental   Uranium  Corp.(formerly
                                        Centram  Exploration  Ltd.)  from 2007 -
                                        present.

John Roozendaal                  42     President of VMS Ventures Inc. from 1996
Brandon, MB                             -  present  President  of  Harvest  Gold
Director                                Corporation from 2005 - present

Mark Fedikow                     57     President of Mount Morgan Resources Inc.
Winnipeg,  MB                           year  -  present   Director  and  VP  of
President & Director                    Exploration  and Technical  Services for
                                        VMS Ventures Inc. 2008 - present



James Clucas                     65     President of Search  Minerals  Inc. from
North Vancouver, BC                     June  2009  -   present;   Chairman   of
Director                                International Nickel Ventures Corp. from
                                        August 2009 until March 2009;  President
                                        & CEO of  International  Nickel Ventures
                                        Corp.  from  February  2007  until  July
                                        2007;  President of International Nickel
                                        Ventures  Corp.   from  September  2003,
                                        until November 2005.

Edward D. Ford (1)               75     Director since March 20, 1990;  also has
Whistler,  B.C.                         devoted  a   portion   of  his  time  to
Chief Financial  Officer                investment  activities  and as President
& Director                              of Dockside Capital,  a private merchant
                                        banking and venture  capital  firm,  for
                                        more than the last five years; chartered
                                        accountant for more than 40 years.
----------
(1) Edward Ford is the father of Douglas Ford.

                                       12
<PAGE>
B. COMPENSATION.

Management  compensation  is  determined  by the  board  of  directors  based on
competitive  prices for services  provided.  During the year ended  December 31,
2010,  directors  and  officers,   including  private  companies  controlled  by
directors  and  officers,  as a group,  paid or  accrued a total of  $90,000  in
management  fees, paid or accrued a total of $11,772 in professional  fees, paid
or accrued a total of $19,000 in consulting  fees and paid or accrued a total of
$28,000 in  geological  consulting  fees.  See "Item 7. Major  Shareholders  and
Related  Party  Transactions"  for  more  detail  on  fees  paid to  members  of
management or to entities owned by them.

For the year ended  December  31,  2010,  the Company  paid no  compensation  to
Directors  for acting as  Directors.  The  Company  does not have any pension or
retirement plans, nor does the Company  compensate its directors and officers by
way  of any  material  bonus  or  profit  sharing  plans.  Directors,  officers,
employees  and other key personnel of the Company may be  compensated  by way of
stock options.

C. BOARD PRACTICES.

Pursuant to the provisions of the COMPANY ACT (BC), the Company's  directors are
elected   annually  at  the  regularly   schedules  annual  general  meeting  of
shareholders.  Each  elected  director is elected for a one-year  term unless he
resigns prior to the expiry of his term.

The  Company  has no  arrangements  in place for  provision  of  benefits to its
directors or upon their termination.

The Board has one  committee,  the Audit  Committee,  made-up of Messrs.  Edward
Ford, James Clucas and Douglas Ford. The Audit Committee meets with the auditors
annually prior to completion of the audited  financial  statements and regularly
with  management  during the fiscal year. On May 2, 2006, the Company's board of
directors adopted a new charter for the Audit Committee.

D. EMPLOYEES.

Effective at December 31, 2010 the Company had a few salaried employees.

E. SHARE OWNERSHIP.

A total of ten percent  (10%) of the common  shares of the Company,  outstanding
from time to time,  are reserved for the issuance of stock  options  pursuant to
the  Company's  Incentive  Stock Option Plan.  During the year  3,300,000  stock
options were granted to directors,  consultants and employees. Other information
on ownership is contained in the table below.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS.

A. MAJOR SHAREHOLDERS.

The  following  table  sets  forth  certain  information   regarding  beneficial
ownership of the Company's shares at December 31, 2010 by (i) each person who is
known to own  beneficially  more  than 5% of the  Company's  outstanding  Common
Stock, (ii) each of the Company's directors and executive officers and (iii) all
current directors and executive  officers as a group. The table does not reflect

                                       13
<PAGE>
common  shares  held of  record  by  depositories,  but does  include  currently
exercisable  options  and  warrants  which are  included in the  calculation  of
percentage of class  ownership for each  individual  holder.  As of December 31,
2010 there were  35,231,730  common shares issued and  outstanding.  Each of the
listed  persons  may be  reached  at the  Company's  head  offices or #208 - 828
Harbourside Drive, North Vancouver, BC, V7P 3R9, telephone (604) 904-8481.

                                       Amount and Nature of          Percent of
Name of Beneficial Owner               Beneficial Ownership             Class
------------------------               --------------------             -----
PRINCIPAL HOLDERS
VMS Ventures Inc.                           16,800,000                  47.7%

OFFICERS AND DIRECTORS
Edward Ford                                    342,000                  1.00%
Douglas Ford                                   242,000                   n/a
Richard J. Mark                              1,075,000                  3.05%
John Roozendaal                                450,000  (1)             1.28%
Mark Fedikow                                 1,000,000  (2)             2.84%
James Clucas                                   100,000                   n/a

All Officers and Directors
 as a Group (6 persons)                      3,209,000                  9.11%

----------
(1)  Includes 450,000 shares held held through 667961 BC Ltd.
(2)  Includes  300,000 shares held  directly;  and 700, ,000 shares held through
     Mount Morgan Resources Ltd..

The Company arranged two non-brokered  private  placements of common shares. The
first  consisted of 10,000,000  post-consolidation  shares at $0.05.  The second
consisted of 10,000,000 post-consolidation units at $0.06. Each unit consists of
one post consolidation  share and one  non-transferrable  warrant to purchase an
additional post-consolidation common share at $0.10 for 30 months after closing.
The  warrants  may be subject to earlier  expiry.  The  closings  of the private
placements  when  combined  with the share  issuances  required to complete  the
acquisition  of the Ontario and Manitoba  nickel  properties  will result in new
share  positions  being created that could have an influence on the direction of
the  Company.  The  Company  knows  of no  other  arrangements  which  may  at a
subsequent date result in a change in control of the Company.

B. RELATED PARTY TRANSACTIONS.

During  the  fiscal  year ended  December  31,  2010,  directors,  officers  and
companies  controlled  by them have been engaged in the  following  transactions
with the Company:

During the year ended  December  31,  2010,  a director and a company in which a
director  has an interest  charged the Company  $90,000  (2009:  $24,000,  2008:
$24,000) for rent and management fees.

During the year ended  December  31,  2010, a company in which a director has an
interest  charged the Company $19,000 (2009:  $Nil,  2008:  $Nil) for consulting
fees.

During the year ended  December  31,  2010, a company in which a director has an
interest  charged the Company $11,772 (2009:  $Nil, 2008: $Nil) for professional
fees.

                                       14
<PAGE>
During the year ended December 31, 2010,  directors of the Company and a company
in which a director has an interest charged the Company $90,000 (2009 - $24,000;
2008; $24,000).

During the year ended December 31, 2010, a director  charged the Company $28,000
(2009: $Nil, 2008: $Nil) for consulting  services.  $26,833 (2009 - $Nil, 2008 -
$Nil) has been recorded in consulting services as deferred exploration costs for
mineral  properties  and $1,167 (2009 - $Nil,  2008 - $Nil) has been recorded in
consulting fees on the statements of operations.

During the year ended December 31, 2010, 2,640,000 common shares at a fair value
of  $132,000  were issued to a company in which a director  has an interest  for
settlement of debt.

During the year ended December 31, 2010, the Company entered into a purchase and
sale agreement with directors in common for the Manitoba Nickel Properties.

Related party  transactions  were in the normal course of business and have been
recorded at the  exchange  amount  which is the fair value agreed to between the
parties.  Amounts due to related  parties of $87,094 (2009 - $132,333)  owing to
directors of the Company and  companies in directors  have an interest.  Amounts
due to related parties are unsecured,  non-interest bearing and without specific
terms of repayment.

C. INTERESTS OF EXPERTS AND COUNSEL

Not required.

ITEM 8. FINANCIAL INFORMATION

A. CONSOLIDATED STATEMENTS AND OTHER FINANCIAL INFORMATION

See Item 17 and our consolidated  financial  statements and  accompanying  notes
beginning on page F-1.

B. SIGNIFICANT CHANGES

The Company is not aware of any significant  change since December 31, 2010 that
is not otherwise reported in this filing.

ITEM 9. THE OFFER AND LISTING

Effective December 21, 2006 our common shares became quoted on the United States
OTC Bulletin Board, under the symbol "WSCRF". The table below sets forth certain
information  regarding the price history of our common shares. Note this trading
data does not take into  effect the 2-old for 1-new  reverse  split  effected on
April 20, 2010.

          Period                               High (USD)         Low (USD)
          ------                               ----------         ---------

Fiscal year ended December 31, 2008               $0.16             $0.06
Fiscal year ended December 31, 2009               $0.25             $0.02
Fiscal year ended December 31, 2010               $1.50             $0.02

Quarter ended December 31, 2009                   $0.25             $0.02
Quarter ended March 31, 2010                      $0.05             $0.03
Quarter ended June 30, 2010                       $0.48             $0.06
Quarter ended September 30, 2010                  $1.50             $0.02
Quarter ended December 31, 2010                   $0.11             $0.02
Quarter ended March 31, 2011                      $1.01             $0.09

                                       15
<PAGE>
Month ended October 31, 2010                      $0.10             $0.10
Month ended November 30, 2010                     $0.11             $0.11
Month ended December 31, 2010                     $0.11             $0.02
Month ended January 31, 2011                      $1.01             $0.11
Month ended February 28, 2011                     $0.10             $0.10
Month ended March 31, 2011                        $0.12             $0.09
Month ended April 30, 2011 (1)                    $0.80             $0.35

----------
(1) Through April 18, 2011

ITEM 10. ADDITIONAL INFORMATION

A. SHARE CAPITAL

Not required

B. MEMORANDUM AND ARTICLES OF ASSOCIATION

     1.   The Company was  incorporated as Rainbow  Resources Ltd.  September 20
          1983 under  certificate of incorporation no. 268952 in the Province of
          British Columbia Canada.  The name was changed to Widescope  Resources
          Ltd. May 1 1984,  to Gemini  Technology  Inc.  September  13 1985,  to
          International  Gemini  Technology  Inc.  September  23  1993,  and  to
          Widescope  Recources  Inc.,  effective  July  12,  2006.  The name was
          subsequemtly  changed to North American  Nickel Inc.,  effective April
          19, 2010. No objects and purposes are described.
     2.   If a director has a material  interest in a matter  subject to a vote,
          he must  declare  it and  abstain  from  voting,  or have his vote not
          counted,  except for certain specific exclusions which include setting
          director compensation.  There are no restrictions on directors issuing
          debt however  shareholder  approval may be required in connection with
          convertible  debt or other debt driven  requirements  to issue shares.
          There  is  no  retirement  age  or  share  ownership  requirement  for
          directors.
     3.   Dividends are declared by directors and subject to any special rights,
          paid to all  holders of shares in a class  according  to the number of
          shares held. Voting rights are one vote per share. Directors stand for
          election every year at the annual meeting. Shareholders have no rights
          to share directly in the company's profits. Subject to prior claims of
          creditors and preferred shareholders,  common shareholders participate
          in any surplus in the event of liquidation  according to the number of
          shares held. The Company may redeem shares by directors' resolution in
          compliance  with applicable law unless the company is insolvent or may
          become insolvent by doing so. It must make its offer pro rata to every
          member who holds a class,  subject to applicable  stock exchange rules
          or  company  act  provisions.  The  directors  have  wide  discretion.
          Shareholders   have  no  liability  for  further   capital  calls.  No
          discriminatory   provisions,   against  an  existing  or   prospective
          shareholder  of a  substantial  number of shares,  are  imposed by the
          articles.
     4.   Rights of  holders  of any class of shares  can only be  changed  with
          their consent, and in accordance with the company act. Consent must be
          in writing by the holders or by a three fourths  majority of a vote of
          the  holders,  and by the consent of the British  Columbia  Securities
          Commission.
     5.   A notice  convening an annual general or special  meeting must specify
          the  place,  date,  hour,  and in the case of a special  meeting,  the
          general  nature  of  the  special  business,  and  must  be  given  in
          accordance  with the  company  act.  There are no  special  conditions
          outlining rights of admission.

                                       16
<PAGE>
     6.   There are no limitations on rights to own securities.
     7.   There  are no  provisions  to  delay,  defer,  or  prevent a change in
          control.
     8.   Nothing in the articles requires ownership disclosure.
     9.   Not applicable.
     10.  Not applicable.

C. MATERIAL CONTRACTS

The Company  entered  into a  subscription  agreement  to invest  $200,000  into
Outback  Capital Inc. dba Pinefalls  Gold (PFG) a private  Alberta  Company with
certain directors and principal  shareholders in common with the Company. PFG is
an  exploration  company  with  mining  claims  located in the area of  Bissett,
Manitoba.  The Company will invest  $200,000 in exchange for 4 million  units at
$0.05 per unit,  each unit  comprised  of one  common  share and one  warrant to
purchase an additional  common share at $0.075 for a period of two years.  Prior
to exercising the warrants,  after making the investment of $200,000 the Company
will own approximately 37% of the common shares of PFG. As at December 31, 2005,
the Company had invested $90,000 for 1.8 million units, approximately 17% of the
outstanding common shares of PFG.

In  addition  the  Company  entered  into an  option  agreement  with one of the
principal  shareholders  of PFG, a director of the Company,  which  entitles the
company to acquire a further 3 million  common shares of PFG in exchange for one
million common shares of the Company.  The option,  exercisable at the Company's
discretion until March 31, 2007, was exercised.

Pursuant to the terms of the  subscription  agreement and the option  agreement,
the latter having been  exercised,  the company owns 65.42% of the common shares
of PFG.

On April 6, 2009 the company  entered into an option  agreement  with respect to
its 14 remaining  claims in the Rice Lake area of Manitoba.  The option provides
Cougar Minerals Corporation, a corporation traded on the Canadian National Stock
Exchange (CNSX) to acquire 100% of the company's  interest in these claims,  and
is open for exercise  until April 6, 2009.  The purchase  price is $180,000 with
$35,000 paid as a non-  refundable  deposit.  The deposit was paid as to $10,000
cash and 500,000 of Cougar's common shares at a deemed price of $0.05 per share.

The Company has entered into an agreement with an  independent  entity that will
result in it divesting of Outback Capital Inc.

On April 6, 2010 the Company  announced that it had entered into four agreements
to  acquire  rights to the Post  Creek,  Bell  Lake,  Woods  Creek  and  Halcyon
properties in the Sudbury,  Ontario nickel belt; and one agreement to acquire up
to a 100% ownership of the high-grade Ni-Cu-PGE South Bay property near Thompson
and the large  grassroots  Thompson North and Cedar Lake  properties,  which are
part of the world-class Thompson Nickel Belt.

Effective May 1, 2010,  the Company  entered into the following  agreements  for
services with  directors of the Company and a company in which a director has an
interest:

     i)   Management fees: $5,000 per month and $4,000 per month
     ii)  Consulting fees: $3,500 per month

Each of the  agreements  has the  same  terms  and  conditions  which  shall  be
continous and may only be terminated by mutual agreement of the parties, subject
to the  provisions  that in the event there is a change of effective  control of
the Company,  the  employee  shall have the right to  terminate  the  agreement,

                                       17
<PAGE>
within  sixty  days from the date of such  change  of  effective  control,  upon
written  notice to the Company.  Within thirty days from the date of delivery of
such notice,  the Company  shall forward to the employee the amount of money due
and owing to the employee  herunder to the extent accrued due to the employee to
the effective date of termination.

D. EXCHANGE CONTROLS

THIS  SUMMARY IS OF A GENERAL  NATURE ONLY AND IS NOT INTENDED TO BE, AND SHOULD
NOT BE INTERPRETED AS, LEGAL ADVICE TO ANY PROSPECTIVE  PURCHASER.  ACCORDINGLY,
PROSPECTIVE  PURCHASERS  OF THE COMPANY'S  SHARES SHOULD  CONSULT WITH THEIR OWN
ADVISORS WITH RESPECT TO THEIR INDIVIDUAL CIRCUMSTANCES.

There are no laws or governmental decrees or regulations in Canada that restrict
the export or import of capital,  or which affect the  remittance  of dividends,
interest or other  payments to holders of the Company's  securities  who are not
residents of Canada, other than withholding tax requirements.  Reference is made
to "Item 7. Taxation".

There are no limitations  imposed by the laws of Canada,  the laws of Alberta or
by the  charter or other  governing  documents  of the Company on the right of a
non-resident  to  hold or vote  common  shares  of the  Company,  other  than as
provided in the Investment  Canada Act (the "Investment  Act") and the potential
requirement for a Competition Act Review.

The following  summarizes  the principal  features of the Investment Act and the
Competition Act Review for a non-resident who proposes to acquire common shares.
This summary is of a general nature only and is not intended to be, nor is it, a
substitute for independent  advice from an investor's own advisor.  This summary
does not anticipate statutory or regulatory amendments.

THE CANADIAN INVESTMENT ACT

The Canadian Investment Act generally  prohibits  implementation of a reviewable
investment  by  an  individual,   government  or  agency  thereof,  corporation,
partnership,  trust or joint  venture that is not a "Canadian" as defined in the
Investment  Act  (a   "non-Canadian"),   unless,   after  review,  the  minister
responsible  for the  Investment  Act (the  "Minister")  is  satisfied  that the
investment is likely to be of a net benefit to Canada. Under the Investment Act,
a United  States  citizen  qualifies as a "World Trade  Organization  Investor."
Subject to the restrictions noted below, an investment in a Canadian business by
a World Trade Organization Investor would be reviewable under the Investment Act
only if it is an investment to acquire control of such Canadian business and the
value  of  the  assets  of the  Canadian  business  as  shown  on its  financial
statements is not less than a specified amount, which for 1999 was $184 million.
An investment in the shares of a Canadian business by a non-Canadian  other than
a "World Trade  Organization  Investor"  when the Company is not controlled by a
World Trade Organization Investor,  would be reviewable under the Investment Act
if it is an investment to acquire control of the Canadian business and the value
of the assets of the Canadian  business as shown on its financial  statements is
$5 million or more, or if an order for review is made by the federal  cabinet on
the  grounds  that the  investment  relates to  Canada's  cultural  heritage  or
national identity.

The acquisition by a World Trade Organization  Investor of control of a Canadian
business in any of the following  sectors is also subject to review if the value
of the assets of the  Canadian  business  exceeds  $5  million  (as shown on its
financial   statements):   uranium,   financial  services  (except   insurance),
transportation  services and cultural businesses,  which include broadcast media
(publication, distribution or sale of books, magazines, periodicals, newspapers,
music,  film and video products and the exhibition of film and video  products),
television and radio services. As the Company's business does not fall under any

                                       18
<PAGE>
of the aforementioned  categories, the acquisition of control of the Company, in
excess of the $5 million threshold, by a World Trade Organization Investor would
not be subject to such review.

A  non-Canadian  would  acquire  control  of the  Company  for  purposes  of the
Investment Act if the non-Canadian acquired a majority of the common shares.

The  acquisition  of less than a majority  but  one-third  or more of the common
shares would be presumed to be an  acquisition  of control of the Company unless
it could be established that, on acquisition,  the Company was not controlled in
fact by the acquirer through the ownership of common shares. Notwithstanding the
review  provisions,  any  transaction  involving the acquisition of control of a
Canadian  business  or  the  establishment  of a new  business  in  Canada  by a
non-Canadian is a notifiable transaction and must be reported to Industry Canada
by the  non-Canadian  making the investment  either before or within thirty days
after the investment.

Certain  transactions  relating to common shares are exempt from the  Investment
Act, including:

     *    an acquisition of common shares by a person in the ordinary  course of
          that person's business as a trader or dealer in securities;
     *    an  acquisition  of control  of the  Company  in  connection  with the
          realization  of  security  granted  for  a  loan  or  other  financial
          assistance  and not for a purpose  related  to the  provisions  of the
          Investment Act; and
     *    an acquisition of control of the Company by reason of an amalgamation,
          merger, consolidation or corporate reorganization, following which the
          ultimate  direct or indirect  control in fact of the Company,  through
          the ownership of common shares, remained unchanged.

CANADIAN COMPETITION ACT REVIEW

Investments  giving  rise  to the  acquisition  or  establishment,  directly  or
indirectly, by one or more persons of control over, or a significant interest in
the whole or part of a business  of a  competitor,  supplier,  customer or other
person are subject to substantive review by Canada's  Competition Law Authority,
the Director of  Investigation  and Research  (the  "Director").  If or when the
Director  concludes  that a merger,  whether by  purchase  or lease of shares or
assets, by amalgamation or by combination, or otherwise, prevents or lessens, or
is likely to prevent or lessen competition substantially, he may apply as may be
necessary to eliminate the  substantial  lessening or prevention of competition.
Such substantive merger review power applies to all mergers, whether or not they
meet limits for pre-notification under the Competition Act.

In addition to substantive  merger review,  the  Competition  Act provides for a
pre-notification regime respecting mergers of a certain size. The regime applies
in  respect  of  share  acquisitions,  asset  acquisitions,   amalgamations  and
combinations.  For ease of reference,  this filing refers  specifically to share
acquisition,  although the pre-notification regime applies, with the appropriate
modification, to other types of acquisition of control as well.

In order for a share acquisition  transaction to be pre-notifiable,  the parties
to the transaction  (being the person or persons who proposed to acquire shares,
and the corporation the shares of which are to be acquired), together with their
affiliates (being all firms with a 50% or more voting shares linkage up and down
the chain) must have:

     (i)  aggregate gross assets in Canada that exceed $400,000,000 in value, as
          shown on their  audited  financial  statements  for the most  recently
          completed  fiscal  year (which  must be within the last  fifteen  (15)
          months); or

                                       19
<PAGE>
     (ii) aggregate gross revenue from sales in, from or into Canada that exceed
          $400,000,000 for the most recently  completed fiscal year shown on the
          said financial statements; and
     (iii)the party being  acquired  or  corporations  controlled  by that party
          must have gross assets in Canada,  or gross  revenues from sales in or
          from  Canada,  exceeding  $35,000,000  as shown on the said  financial
          statements. Acquisition of shares carrying up to 20% of the votes of a
          publicly-traded  corporation,  or  35%  of  the  votes  in  a  private
          corporation,  will not be subject to  pre-notification,  regardless of
          the above thresholds. However, exceeding the 20% or the 35% threshold,
          and again exceeding the 50% threshold,  gives rise to an obligation of
          notification if the size threshold is met.

If a  transaction  is  pre-notifiable,  a filing must be made with the  Director
containing the prescribed information with respect to the parties, and a waiting
period  (either seven or twenty-one  days,  depending on whether a long or short
form filing is chosen) must expire prior to closing.

As an alternative to pre-notification,  the Director may grant an Advance Ruling
Certificate, which exempts the transaction from pre-notification. Advance Ruling
Certificates are granted where the Director concludes,  based on the information
provided to him, that he would not have sufficient  grounds on which to apply to
the Competition Tribunal to challenge the Merger.

E. TAXATION

THIS  SUMMARY IS OF A GENERAL  NATURE ONLY AND IS NOT INTENDED TO BE, AND SHOULD
NOT BE  INTERPRETED  AS,  LEGAL OR TAX ADVICE TO ANY  PROSPECTIVE  PURCHASER  OR
HOLDER  OF THE  COMPANY'S  SHARES  AND NO  REPRESENTATION  WITH  RESPECT  TO THE
CANADIAN FEDERAL INCOME TAX  CONSEQUENCES TO ANY SUCH  PROSPECTIVE  PURCHASER IS
MADE. ACCORDINGLY, PROSPECTIVE PURCHASERS OF THE COMPANY'S SHARES SHOULD CONSULT
WITH THEIR OWN TAX ADVISORS WITH RESPECT TO THEIR INDIVIDUAL CIRCUMSTANCES.

The  following  summary  describes  the principal  Canadian  federal  income tax
considerations generally applicable to a holder of the Company's shares who, for
purposes  of the  Income  Tax Act  (Canada)  (the  "Canadian  Tax  Act") and the
Canada-United  States Income Tax Convention,  1980 (the "Convention") and at all
relevant  times is  resident  in the United  States and not  resident in Canada,
deals at arm's length with the Company,  holds the  Company's  shares as capital
property,  and  does  not  use or hold  and is not  deemed  to use or  hold  the
Company's  shares  in or in the  course of  carrying  on  business  in Canada (a
"United States Holder").

This  following  summary is based upon the current  provisions  of the  Canadian
Income Tax Act, the regulations thereunder,  all specific proposals to amend the
Canadian  Tax Act and the  regulations  announced  by the  Minister  of  Finance
(Canada)  prior  to the  date  hereof  and the  Company's  understanding  of the
published  administrative  practices  of the Canada  Customs and Revenue  Agency
(formerly Revenue Canada, Customs,  Excise and Taxation).  This summary does not
take into account or anticipate any other changes in the governing law,  whether
by judicial,  governmental or legislative  decision or action,  nor does it take
into account the tax legislation or considerations of any province, territory or
non-Canadian  jurisdiction  (including the United States),  which legislation or
considerations may differ significantly from those described herein.

DISPOSITION OF THE COMPANY'S SHARES

In general,  a United States  shareholder will not be subject to Canadian income
tax on capital gains arising on the disposition of the Company's shares,  unless
such shares are "taxable  Canadian  property" within the meaning of the Canadian
Income Tax Act and no relief is afforded under any  applicable  tax treaty.  The

                                       20
<PAGE>
shares of the Company would be taxable Canadian property of a non-resident if at
any time during the five-year period immediately  preceding a disposition by the
non-resident of such shares, not less than 25% of the issued shares of any class
or series of all classes of shares of the Company belonged to the  non-resident,
to persons with whom the  non-resident  did not deal at arm's length,  or to the
non-resident and persons with whom the non-resident did not deal at arm's length
for purposes of the Canadian  Income Tax Act. For this  purpose,  issued  shares
include  options to acquire such shares  (including  conversion  rights) held by
such persons. Under the Convention, a capital gain realized by a resident of the
United States will not be subject to Canadian tax unless the value of the shares
of the  Company  is derived  principally  from real  estate  (as  defined in the
Convention) situated in Canada.

G. DIVIDENDS AND PAYING AGENTS

Not required

H. STATEMENT BY EXPERTS

Not required

I. DOCUMENTS ON DISPLAY

All  documents  referenced in this Form 20-F may be viewed at the offices of the
Company during business hours #301 - 260 West Esplanade,  North Vancouver BC V7M
3G7, Canada, Telephone 604-986-2020.

J. SUBSIDIARY INFORMATION

As of June 30, 2006 Outback  Capital Inc. dba  Pinefalls  Gold ("PFG") a private
Alberta corporation become a majority-owned  subsidiary of the Company.  PFG was
incorporated  under the Alberta  BUSINESS  CORPORATIONS ACT on February 6, 2001.
During the year ended December 31, 2010,  the Company  entered into an agreement
with an independent third party whereby this party acquired Outback Capital Inc.

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

Not required

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF
         PROCEEDS

Not applicable

                                       21
<PAGE>
ITEM 15. CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the  participation  of management,  including our
chief  executive  officer  and the chief  financial  officer,  we  conducted  an
evaluation of the  effectiveness  of the design and operation of our  disclosure
controls and  procedures,  as defined in Rules 13a-15(e) and 15d-15(e) under the
Exchange  Act, as of December  31,  2010.  Based on this  evaluation,  our chief
executive  officer and chief financial officer concluded as of December 31, 2010
that our disclosure controls and procedures were effective.

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management is responsible for  establishing  and maintaining  adequate  internal
control over financial  reporting.  Internal control over financial reporting is
designed to provide reasonable  assurance regarding the reliability of financial
reporting and the preparation of consolidated financial statements in accordance
with generally  accepted  accounting  principles and includes those policies and
procedures that:

(1) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of a company's assets,

(2) provide reasonable  assurance that transactions are recorded as necessary to
permit  preparation  of  consolidated  financial  statements in accordance  with
generally  accepted  accounting  principles,  and that a company's  receipts and
expenditures  are  being  made  only  in  accordance  with  authorizations  of a
company's management and directors, and

(3) provide  reasonable  assurance  regarding  prevention or timely detection of
unauthorized  acquisition,  use, or disposition of a company's assets that could
have a material effect on the consolidated financial statements.

Internal  control over  financial  reporting is a process  that  involves  human
diligence  and  compliance  and is subject to lapses in judgment and  breakdowns
resulting from human failures.  Internal  control over financial  reporting also
can be circumvented  by collusion or improper  management  override.  Because of
such  limitations,  internal  control over  financial  reporting  cannot provide
absolute  assurance  of  achieving   financial   reporting   objectives.   Also,
projections of any evaluation of  effectiveness to future periods are subject to
the risk that controls may become  inadequate  because of changes in conditions,
or  that  the  degree  of  compliance  with  the  policies  and  procedures  may
deteriorate.

However,  these  inherent  limitations  are  known  features  of  the  financial
reporting  process.  Therefore,  it is  possible  to  design  into  the  process
safeguards to reduce, though not eliminate, this risk. Management is responsible
for  establishing  and  maintaining  adequate  internal  control over  financial
reporting for the company.

Management  has used the  framework  set forth in the report  entitled  Internal
Control--Integrated   Framework   published  by  the   Committee  of  Sponsoring
Organizations  of the  Treadway  Commission,  known as  COSO,  to  evaluate  the
effectiveness of the Company's internal control over financial reporting.  Based
on this  assessment,  management  has concluded  that our internal  control over
financial reporting was effective as of December 31, 2010.

This  annual  report does not include an  attestation  report of our  registered
public accounting firm regarding internal control over financial reporting.

                                       22
<PAGE>
Our management's  report was not subject to attestation by our registered public
accounting firm pursuant to temporary rules of the SEC that permit us to provide
only our management's report in this annual report on Form 20-F.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes in our internal  controls over  financial  reporting  that
occurred  during the period covered by this annual report on Form 20-F that have
materially affected,  or are reasonably likely to materially affect our internal
controls over financial reporting.

ITEM 16.

A. AUDIT COMMITTEE FINANCIAL EXPERT

The Company has as its audit committee  financial  expert Mr. Edward D. Ford who
is a Canadian Chartered Accountant. He has held this professional  qualification
since  1961.  During his  career Mr.  Ford has been an  associate,  manager  and
partner of several  Canadian  professional  accounting firms that specialized in
audit/assurance,  taxation,  insolvency  and  independent  business  consulting.
Additionally  he has  served as a Chief  Financial  Officer  of  several  public
companies.

B. CODE OF ETHICS

The Company has adopted a code of ethics applicable to its directors,  principal
executive officer, principal financial officer, principal accounting procedures,
and persons performing similar functions. A copy of the Company's Code of Ethics
will be made  available to anyone who requests it in writing from the  Company's
head office.

C. PRINCIPAL ACCOUNTING FEES AND SERVICES

(A) AUDIT FEES

Dale Matheson  Carr-Hilton  LaBonte,  Chartered  Accountants ("DMCL") billed the
Corporation  $20,000 - $25,000  (estimated)  for  audit  fees in the year  ended
December 31, 2010; $16,000 in 2009, $12,000 in 2008, $14,500 in 2007; $13,000 in
2006;  $9,000 in 2005;  and  $6,200 in 2004.  The  former  auditor,  Charlton  &
Company, Chartered Accountants billed $2,675 in 2004.

(B) AUDIT RELATED FEES

DMCL billed the Company  $2,000 - $3,000 for audit related  services in the year
ended December 31, 2010;  $3,000 in 2009; $nil in 2008;  $1,000 in 2007; $nil in
2006,  $nil in 2005 and $nil in 2004.  The former  auditor,  Charlton & Company,
Chartered Accountants billed $nil in 2004.

(C) TAX FEES

DMCL did not provide the Corporation with any professional services rendered for
tax  compliance,  tax advice and tax  planning in the years ended  December  31,
2010, 2009,  2008, 2007, 2006 and 2005. The former auditor,  Charlton & Company,
Chartered Accountants billed $nil in 2004.

                                       23
<PAGE>
(D) ALL OTHER FEES

DMCL did not bill the  Corporation  for any other  products  and services in the
years ended December 31, 2010, 2009, 2008, 2007, 2006, 2005 and 2004. The former
auditor, Charlton & Company, Chartered Accountants billed $nil in 2004.

(E) AUDIT COMMITTEE PRE-APPROVAL POLICIES AND PROCEDURES

To ensure  continuing  auditor  objectivity and to safeguard the independence of
our auditors,  our audit  committee has  determined a framework for the type and
authorization  of non-audit  services which our auditors may provide.  The audit
committee has adopted  policies for the  pre-approval of specific  services that
may be provided by our auditors.  The dual  objectives of these  policies are to
ensure that we benefit in a cost effective manner from the cumulative  knowledge
and experience of our auditors,  while also ensuring that the auditors  maintain
the necessary degree of independence and objectivity.

Our audit committee approved the engagement of Dale Matheson Carr-Hilton LaBonte
to render audit and non-audit services before they were engaged by us.

D. EXEMPTION FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not Applicable

E PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

Not Applicable

ITEM 17. FINANCIAL STATEMENTS

The financial  statements  and notes thereto as required by Item 17 are attached
hereto and found immediately after the text of this Registration Statement.  The
auditors'  report  of  Dale  Matheson   Carr-Hilton  LaBonte  LLP,   independent
registered public accountants,  on the audited consolidated financial statements
and notes thereto is included  immediately  preceding  the audited  consolidated
financial statements.

         Independent Auditors' Report.
         Consolidated balance sheets as at December 31, 2010 and 2009.
         Consolidated  statements of  operations  and  comprehensive  loss as at
         December 31, 2010, 2009 and 2008.
         Consolidated  statements of deficit and accumulated other comprehensive
         income  for  the  years  ended  December  31,  2010,   2009  and  2008.
         Consolidated  statements of cash flows for the years ended December 31,
         2010, 2009, and 2008.
         Notes to the consolidated financial statements.

ITEM 18. FINANCIAL STATEMENTS

Not applicable.  See "Item 17. Financial Statements" above.

                                       24
<PAGE>
ITEM 19. EXHIBITS

Attached hereto are the following exhibits:

12.1 Certification  of  Chief  Executive   Officer  pursuant  to  s.302  of  the
     Sarbanes-Oxley Act of 2002
12.2 Certification  of  Chief  Financial   Officer  pursuant  to  s.302  of  the
     Sarbanes-Oxley Act of 2002
13.1 Certification  of  Chief  Executive   Officer  pursuant  to  s.906  of  the
     Sarbanes-Oxley Act of 2002
13.2 Certification  of  Chief  Financial   Officer  pursuant  to  s.906  of  the
     Sarbanes-Oxley Act of 2002
19.1 Management Discussion and Analysis for the year ended December 31, 2010

                                   SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing
on Form 20-F and that it has duly caused and authorized the  undersigned to sign
this annual report on its behalf.

                                      NORTH AMERICAN  NICKEL INC
                                      (formerly Widescope Resources Inc.)
Date: April, 19 2011


                                      By: /s/ Douglas E. Ford
                                         ---------------------------------------
                                      Name:  Douglas E. Ford
                                      Title: Director
                                             as duly authorized signatory


                                       25
<PAGE>
   [LETTERHEAD OF DALE MATHESON CARR-HILTON LABONTE LLP CHARTERED ACCOUNTANTS]


                          INDEPENDENT AUDITORS' REPORT

To the Shareholders of North American Nickel Inc.
(formerly Widescope Resources Inc.)

We have audited the  consolidated  balance sheets of North American  Nickel Inc.
(formerly  Widescope  Resources  Inc.) as at December  31, 2010 and 2009 and the
consolidated  statements  of  operations  and  comprehensive  loss,  deficit and
accumulated  other  comprehensive  income  and cash  flows for the  years  ended
December  31,  2010,  2009 and 2008,  and a summary  of  significant  accounting
policies and other explanatory information.

MANAGEMENT'S RESPONSIBILITY FOR THE CONSOLIDATED FINANCIAL STATEMENTS
Management is responsible  for the  preparation  and fair  presentation of these
consolidated financial statements in accordance with Canadian generally accepted
accounting principles, and for such internal control as management determines is
necessary to enable the  preparation of consolidated  financial  statements that
are free from material misstatement, whether due to fraud or error.

AUDITORS' RESPONSIBILITY
Our  responsibility  is to express an  opinion on these  consolidated  financial
statements  based on our audits.  We  conducted  our audits in  accordance  with
Canadian  generally  accepted auditing standards and the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we comply  with  ethical  requirements  and plan and perform the audit to obtain
reasonable  assurance about whether the  consolidated  financial  statements are
free from material misstatement.  We were not engaged to perform an audit of the
Company's  internal  control  over  financial  reporting.  Our  audits  included
consideration  of  internal  control  over  financial  reporting  as a basis for
designing audit  procedures that are appropriate in the  circumstances,  but not
for the purpose of expressing an opinion on the  effectiveness  of the Company's
internal  control  over  financial  reporting.  Accordingly,  we express no such
opinion.

An audit  involves  performing  procedures  to obtain audit  evidence  about the
amounts and disclosures in the consolidated financial statements. The procedures
selected depend on the auditors' judgment, including the assessment of the risks
of material misstatement of the consolidated  financial statements,  whether due
to fraud or error. An audit also includes examining,  on a test basis,  evidence
supporting the amounts and disclosures in the consolidated financial statements,
evaluating   the   appropriateness   of   accounting   policies   used  and  the
reasonableness of accounting estimates made by management, as well as evaluating
the overall presentation of the consolidated financial statements.

We  believe  that  the  audit  evidence  we  have  obtained  is  sufficient  and
appropriate to provide a basis for our audit opinion.

OPINION
In our opinion,  the consolidated  financial  statements  present fairly, in all
material  respects,  the  financial  position  of  North  American  Nickel  Inc.
(formerly  Widescope  Resources  Inc.) as at December 31, 2010 and 2009, and the
results of its  operations  and its cash flows for the years ended  December 31,
2010, 2009 and 2008 in accordance with Canadian  generally  accepted  accounting
principles.

EMPHASIS OF MATTER
Without qualifying our opinion,  we draw attention to Note 1 in the consolidated
financial  statements  which  indicates that the Company had incurred  losses to
date. This condition, along with other matters as set forth in Note 1, indicates
the existence of a material  uncertainty that may cast  significant  doubt about
the Company's ability to continue as a going concern.

                                                                          "DMCL"
                                           DALE MATHESON CARR-HILTON LABONTE LLP
                                                           Chartered Accountants
Vancouver, Canada
April 19, 2011

                                      F-1
<PAGE>
                           NORTH AMERICAN NICKEL INC.
                       (formerly Widescope Resources Inc.)
                         (An Exploration Stage Company)
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                              December 31,
                                                                      2010                   2009
                                                                  ------------           ------------
<S>                                                               <C>                    <C>
                                     ASSETS

Current
  Cash                                                            $    659,227           $     16,515
  Marketable securities (Note 3)                                            --                 62,500
  Receivables                                                           26,965                  4,197
                                                                  ------------           ------------
                                                                       686,192                 83,212

Mineral property and deferred exploration costs (Note 4)               677,718                101,000
                                                                  ------------           ------------
                                                                  $  1,363,910           $    184,212
                                                                  ============           ============

                                   LIABILITIES

Current
  Accounts payable and accrued liabilities                        $     42,433           $     53,414
  Due to related parties (Note 6)                                       87,094                132,333
                                                                  ------------           ------------
                                                                       129,527                185,747
                                                                  ------------           ------------

Non-controlling interest (Note 4)                                           --                 53,249
                                                                  ------------           ------------

                              SHAREHOLDERS' EQUITY

Share capital - preferred (Note 7)                                     604,724                604,724
Share capital - common (Note 7)                                     14,705,609             13,044,609
Contributed surplus (Note 7)                                           235,844                 53,344
Deficit                                                            (14,311,794)           (13,781,986)
Accumulated other comprehensive income                                      --                 24,525
                                                                  ------------           ------------
                                                                     1,234,383                (54,784)
                                                                  ------------           ------------

                                                                  $  1,363,910           $    184,212
                                                                  ============           ============
</TABLE>

Nature and continuance of operations (Note 1)
Commitments (Note 12)
Subsequent events (Note 14)

Approved by the Board:

"Rick Mark"                                       "Edward D. Ford"
------------------------------                    ------------------------------
Rick Mark                                         Edward D. Ford

                   The accompanying notes are integral part of
                    these consolidated financial statements.

                                      F-2
<PAGE>
                           NORTH AMERICAN NICKEL INC.
                       (formerly Widescope Resources Inc.)
                         (An Exploration Stage Company)
          CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

<TABLE>
<CAPTION>
                                                                        Years Ended December 31,
                                                          2010                   2009                   2008
                                                      ------------           ------------           ------------
<S>                 <C>                               <C>                    <C>                    <C>
EXPENSES
   Consulting (Note 6)                                $     25,556           $         --           $         --
   Filing fees                                              40,856                  7,981                  3,211
   Investor relations                                       23,101                     --                     --
   General and administrative                               18,294                  2,983                  2,461
   Management fees (Note 6)                                 90,000                 24,000                 24,000
   Professional fees (Note 6)                              132,730                 22,671                 34,466
   Salaries                                                 22,115                     --                     --
   Stock-based compensation (Note 7)                       182,500                     --                     --
                                                      ------------           ------------           ------------

LOSS BEFORE OTHER ITEMS                                   (535,152)               (57,635)               (64,138)

OTHER ITEMS
   Loss on sale of subsidiary (Note 4)                      (7,163)                    --                     --
   Gain on sale of marketable securities (Note 3)            3,854                     --                     --
   Impairment of mineral property and deferred
    exploration costs (Note 4)                                  --                (79,000)              (145,445)
   Write-off of equipment (Note 5)                              --                   (716)                    --
                                                      ------------           ------------           ------------

LOSS BEFORE NON-CONTROLLING INTEREST                      (538,461)              (137,351)              (209,583)
NON-CONTROLLING INTEREST IN LOSS                             8,653                 19,706                  8,606
                                                      ------------           ------------           ------------

NET LOSS FOR THE YEAR                                 $   (529,808)          $   (117,645)          $   (200,977)
                                                      ============           ============           ============

Loss per common share - basic and diluted             $      (0.03)          $      (0.02)          $      (0.04)
                                                      ============           ============           ============

Weighted average number of common shares
 outstanding - basic and diluted
                                                        19,941,566              5,441,730              5,441,730
                                                      ============           ============           ============
COMPREHENSIVE LOSS
   Net loss                                           $   (529,808)          $   (117,645)          $   (200,977)
   Unrealized gain on marketable securities                     --                 24,525                     --
                                                      ------------           ------------           ------------

                                                      $   (529,808)          $    (93,120)          $   (200,977)
                                                      ============           ============           ============
</TABLE>

                   The accompanying notes are integral part of
                    these consolidated financial statements.

                                      F-3
<PAGE>
                           NORTH AMERICAN NICKEL INC.
                       (formerly Widescope Resources Inc.)
                         (An Exploration Stage Company)
  CONSOLIDATED STATEMENTS OF DEFICIT AND ACCUMULATED OTHER COMPREHENSIVE INCOME

<TABLE>
<CAPTION>


                                                                           Years ended December 31,
                                                             2010                   2009                   2008
                                                         ------------           ------------           ------------
<S>                                                      <C>                    <C>                    <C>
DEFICIT
  Deficit, beginning of year                             $(13,781,986)          $ 13,664,341)          $(13,463,364)
      Net loss                                               (529,808)              (117,645)              (200,977)
                                                         ------------           ------------           ------------

DEFICIT, END OF YEAR                                     $(14,311,794)          $(13,781,986)          $(13,664,341)
                                                         ============           ============           ============

ACCUMULATED OTHER COMPREHENSIVE INCOME
  Balance, beginning of year                             $     24,525           $         --           $         --
  Unrealized gain/(loss) on available for sale
   marketable securities                                      (21,909)                24,525                     --
  Reversal of accumulated other comprehensive income
   upon sale of subsidiary (Note 4)                            (2,616)                    --                     --
                                                         ------------           ------------           ------------

BALANCE, END OF YEAR                                     $         --           $     24,525           $         --
                                                         ============           ============           ============
</TABLE>


                   The accompanying notes are integral part of
                    these consolidated financial statements.

                                      F-4
<PAGE>
                           NORTH AMERICAN NICKEL INC.
                       (formerly Widescope Resources Inc.)
                         (An Exploration Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                           Years Ended December 31,
                                                              2010                  2009                  2008
                                                           -----------           -----------           -----------
<S>                                                        <C>                   <C>                   <C>
OPERATING  ACTIVITIES
  Net loss for the year                                    $  (529,808)          $  (117,645)          $  (200,977)
  Items not affecting cash
    Non-controlling interest                                    (8,653)              (19,706)               (8,606)
    Amortization                                                    --                    58                   331
    Stock-based compensation                                   182,500                    --                    --
    Loss on sale of subsidiary                                   7,163                    --                    --
    Gain on sale of marketable securities                       (3,854)                   --                    --
    Write-off of equipment                                          --                   716                    --
    Impairment of mineral properties and deferred
     exploration costs                                              --                79,000               145,445
                                                           -----------           -----------           -----------
                                                              (352,652)              (57,577)              (63,807)
Changes in non-cash working capital items:
  Receivables                                                  (27,362)                  680                (1,271)
  Accounts payable and accrued liabilities                      10,398                 7,685                11,224
  Due to related parties                                        86,761                25,066                31,377
                                                           -----------           -----------           -----------
      Cash used in operating activities                       (282,855)              (24,146)              (22,477)
                                                           -----------           -----------           -----------
INVESTING  ACTIVITIES
  Proceeds from the sale of subsidiary                          52,606                    --                    --
  Proceeds from the sale of marketable securities                8,854                    --                    --
  Expenditures on mineral properties and deferred
   exploration costs                                          (235,893)                   --                (6,490)
                                                           -----------           -----------           -----------
      Cash used in investing activities                       (174,433)                   --                (6,490)
                                                           -----------           -----------           -----------
FINANCING ACTIVITIES
  Proceeds on issuance of common shares                      1,100,000                    --                    --
                                                           -----------           -----------           -----------
      Cash from financing activities                         1,100,000                    --                    --
                                                           -----------           -----------           -----------

CHANGE IN CASH                                                 642,712               (24,146)              (28,967)

CASH - beginning                                                16,515                40,661                69,628
                                                           -----------           -----------           -----------

CASH - ending                                              $   659,227           $    16,515           $    40,661
                                                           ===========           ===========           ===========

Cash paid for:
  Interest                                                 $        --           $        --           $        --
                                                           ===========           ===========           ===========
  Income taxes                                             $        --           $        --           $        --
                                                           ===========           ===========           ===========
</TABLE>

Supplemental cash-flow information (Note 11)

                   The accompanying notes are integral part of
                    these consolidated financial statements.

                                      F-5
<PAGE>
                           NORTH AMERICAN NICKEL INC.
                       (formerly Widescope Resources Inc.)
                         (An Exploration Stage Company)
   CONSOLIDATED SCHEDULE OF MINERAL PROPERTIES AND DEFERRED EXPLORATION COSTS

<TABLE>
<CAPTION>
                              Pinefalls    Post       Woods                  Bell    Thompson     South
                                Gold       Creek      Creek     Halcyon      Lake      North       Bay       Cedar      Total
                              --------    --------   --------   --------   --------   --------   --------   --------   --------
<S>                        <C>         <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
Balance, December 31, 2008    $205,000    $     --   $     --   $     --   $     --   $     --   $     --   $     --   $205,000
                              --------    --------   --------   --------   --------   --------   --------   --------   --------

  Acquisition costs-cash            --       7,500      2,500         --         --         --         --         --     10,000
  Option proceeds received     (35,000)         --         --         --         --         --         --         --    (35,000)
                              --------    --------   --------   --------   --------   --------   --------   --------   --------
                               170,000       7,500      2,500         --         --         --         --         --    180,000

  Impairment provision         (79,000)         --         --         --         --         --         --         --    (79,000)
                              --------    --------   --------   --------   --------   --------   --------   --------   --------

Balance, December 31, 2009      91,000       7,500      2,500         --         --         --         --         --    101,000
                              --------    --------   --------   --------   --------   --------   --------   --------   --------

  Acquisition costs-cash            --      12,500      7,500     15,000     25,000        333        333        334     61,000
  Acquisition cost-shares           --      24,000      9,000     18,000     18,000    120,000    120,000    120,000    429,000
  Option proceeds received     (25,000)         --         --         --         --         --         --         --    (25,000)
                                          --------   --------   --------   --------   --------   --------   --------   --------
                               (25,000)     36,500     16,500     33,000     43,000    120,333    120,333    120,334    465,000
                              --------    --------   --------   --------   --------   --------   --------   --------   --------

Administration                      --      12,140         --         --         --         --         --         --     12,140
Assay and sampling                  --       5,140         --         --         --         --      1,498         --      6,638
Automobile costs                    --       7,597      1,343         --         --         --        185         --      9,125
Consulting services (Note 6)        --     102,267      9,956         --        150        585        840        400    114,198
Equipment and supplies              --         165        201         --         --         --         --         --        366
Equipment rental                    --      20,020      8,840         --         --         --         --         --     28,860
Licenses and fees                   --          --         --         --        410         --         --         --        410
Shipping and printing costs         --       2,611         --         --         --         --         --         --      2,611
Travel and accommodation            --       3,370         --         --         --         --         --         --      3,370
                              --------    --------   --------   --------   --------   --------   --------   --------   --------
                                                --    153,310     20,340         --        560        585      2,523        400
                                                                                                                        177,718
Sale of subsidiary (Note 4)    (66,000)         --         --         --         --         --         --         --    (66,000)
                              --------    --------   --------   --------   --------   --------   --------   --------   --------

Balance, December 31, 2010    $     --    $197,310   $ 39,340   $ 33,000   $ 43,560   $120,918   $122,856   $120,734   $677,718
                              ========    ========   ========   ========   ========   ========   ========   ========   ========
</TABLE>

                   The accompanying notes are integral part of
                    these consolidated financial statements.

                                      F-6
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

1. NATURE AND CONTINUANCE OF OPERATIONS

North American Nickel Inc. (formerly  Widescope  Resources Inc.) (the "Company")
was incorporated on September 23, 1983.

The Company's  principal business activity is the exploration and development of
mineral  properties in Canada.  The Company has not yet determined whether these
properties  contain  ore  reserves  that  are  economically   recoverable.   The
recoverability  of amounts shown for mineral  property costs is dependent upon a
number of factors  including  environmental  risk, legal and political risk, the
existence of  economically  recoverable  mineral  reserves,  confirmation of the
Company's interests in the underlying mineral claims, the ability of the Company
to obtain necessary  financing to complete  exploration and development,  and to
attain sufficient net cash flow from future profitable production or disposition
proceeds.

On April 7, 2010, and effective May 31, 2010,  the Company  entered into a Stock
Purchase  Agreement  (the  "Purchase  Agreement")  whereby it agreed to sell its
65.42%  interest in Outback  Capital Inc. dba Pinefalls Gold ("PFG") (Note 4), a
private Alberta exploration  company. On April 19, 2010, the Company changed its
name from Widescope  Resources Inc. to North American Nickel Inc.,  consolidated
its  common  share  capital  on a 2:1 basis,  whereby  each two old shares  were
exchanged  for  one  new  share,  and  increased  its  authorized  capital  from
100,000,000  common  shares  without par value to an unlimited  number of common
shares  without  par value  (Note 7). All  references  to common  shares,  stock
options,  warrants and weighted  average  number of shares  outstanding in these
consolidated financial statements retroactively reflect the share consolidation.

These consolidated  financial statements have been prepared under the assumption
the  Company  is a  going  concern.  The  ability  of the  Company  to  continue
operations as a going concern is ultimately  dependent upon achieving profitable
operations.  To date, the Company has not generated  profitable  operations from
its resource activities and will need to invest additional funds in carrying out
its planned exploration,  development and operational  activities.  As a result,
additional  losses are anticipated.  The Company has working capital of $556,665
at  December  31,  2010 and has  accumulated  a deficit  of  $14,311,794.  These
financial   statements   do  not  include  any   adjustments   relating  to  the
recoverability  and  classification of recorded asset amounts and classification
of liabilities  that might be necessary should the Company be unable to continue
as a going concern.

The  properties  in which  the  Company  currently  has an  interest  are in the
exploration  stage.  As such, the Company is dependent on external  financing to
fund its  activities.  In order to carry out the planned  exploration  and cover
administrative  costs,  the Company  will use its existing  working  capital and
raise  additional  amounts as needed.  The Company  will  continue to assess new
properties  and seek to acquire  interests in additional  properties if there is
sufficient  geologic or economic potential and if adequate  financial  resources
are available to do so.

2. SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation
These  financial  statements  have been  prepared in  accordance  with  Canadian
generally accepted accounting  principles ("Canadian GAAP"). Except as indicated
in Note 13, they also  comply,  in all  material  respects,  with United  States
generally accepted accounting principles ("US GAAP").

Basis of consolidation
These  financial  statements  have been  prepared  on a  consolidated  basis and
include the accounts of the Company and the total  operating  activities  of its
65.42% owned  subsidiary,  PFG, up to May 31, 2010,  when PFG was sold (Note 4).
All   intercompany   balances  and   transactions   have  been   eliminated   on
consolidation.

Estimates, assumptions and measurement uncertainty
The  preparation  of financial  statements  in  conformity  with  Canadian  GAAP
requires  management to make estimates and assumptions  that affect the reported

                                      F-7
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

2. SIGINIFICANT ACCOUNTING POLICIES - cont'd

Estimates, assumptions and measurement uncertainty - cont'd
amounts  of assets and  liabilities  and  disclosure  of  contingent  assets and
liabilities at the date of the financial  statements and the reported amounts of
revenues and expenses during the period.  Actual results could differ from those
estimates.   By  their  nature,  these  estimates  are  subject  to  measurement
uncertainty  and the  effect on the  financial  statements  of  changes  in such
estimates in future periods could be significant.  Areas  requiring  significant
use of estimates by management relate to going concern assessments,  determining
the carrying value and or impairment of mineral properties, determining the fair
values of marketable  securities  and  stock-based  payments,  asset  retirement
obligations, financial instruments and tax rates used to calculate future income
tax balances.

Equipment
Equipment is recorded at cost.  Amortization  is calculated  using the following
annual rate, which is estimated to match the useful lives of the asset:

       Computer hardware           30% declining balance

Mineral properties and deferred exploration costs
The cost of mineral properties and related  exploration costs are deferred until
the properties are placed into production,  sold,  abandoned or until management
has determined that an impairment has occurred. Carrying costs will be amortized
over the useful life of the properties  following the commencement of commercial
production,  or written off if the  properties  are sold  abandoned,  allowed to
lapse,  or if management has otherwise  determined  that the carrying value of a
property is not  recoverable and should be impaired.  Properties  acquired under
option  agreements,  whereby  payments  are made at the sole  discretion  of the
Company,  are recorded in the accounts at such time as the payments are made. It
is  reasonably  possible  that  economically  recoverable  reserves  may  not be
discovered,  and accordingly a material portion of the carrying value of mineral
properties and related deferred exploration costs could be written off. Although
the Company has taken steps to verify  title to mineral  properties  in which it
has an interest,  according to the common  industry  standards  for the stage of
exploration of such properties,  these procedures do not guarantee the Company's
title. Such properties may be subject to prior agreements or transfers and title
may be affected by undetected title defects.

The  amounts  shown  for  mineral  properties  and  deferred  exploration  costs
represent  costs incurred to date, net of  impairments,  and do not  necessarily
represent  present or future values which are entirely  dependent  upon economic
production or recovery from disposal.

Asset retirement obligations
The Company  follows the  provisions  of the  Canadian  Institute  of  Chartered
Accountants  ("CICA")  Handbook Section 3110,  "Asset  Retirement  Obligations",
which requires the estimated fair value of any asset  retirement  obligations to
be recognized as a liability in the period in which the related environmental or
retirement  liability can be reasonably  established  and measured.  The present
value of the associated future costs when measureable is recorded as a liability
and added to the cost of the related  property and amortized  over the estimated
remaining  life.  As of December  31, 2010 and 2009 the Company has not incurred
and is not aware of any significant  asset retirement  obligations in respect of
its mineral exploration properties.

Impairment of long-lived assets
The Company  follows the  recommendations  of the CICA  Handbook  Section  3063,
"Impairment  of  Long-Lived  Assets".  Section 3063  establishes  standards  for
recognizing,  measuring and disclosing  impairment of long-lived assets held for
use. The Company  conducts its impairment test on long-lived  assets when events
or  changes  in  circumstances  indicate  that the  carrying  amount  may not be
recoverable. Impairment is recognized when the carrying amount of an asset to be
held and used exceeds the  undiscounted  future net cash flows expected from its
use and disposal.  If there is impairment,  the impairment amount is measured as
the amount by which the  carrying  amount of the asset  exceeds  its fair value,
calculated  using  expected  discounted  cash flows when  independent  or quoted
market prices are not available.

                                      F-8
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

2. SIGINIFICANT ACCOUNTING POLICIES - cont'd

Financial instruments
The Company  adopted the CICA Handbook  Section 3855,  "Financial  Instruments -
Recognition  and   Measurement".   Section  3855  prescribes  when  a  financial
instrument is to be  recognized  on the balance sheet and at what amount.  Under
Section  3855,  financial  instruments  must  be  classified  into  one of  five
categories:   held-for-trading,   held-to-maturity,   loans   and   receivables,
available-for-sale   financial  assets,  or  other  financial  liabilities.  All
financial instruments,  including derivatives, are measured at the balance sheet
date  at  fair  value  except  for  loans  and   receivables,   held-to-maturity
investments,  and other  financial  liabilities  which are measured at amortized
cost.

The Company's  financial  instruments consist of cash,  receivables,  marketable
securities, accounts payable and due to related parties. Unless otherwise noted,
it is  management's  opinion  that the  Company is not  exposed  to  significant
interest,  currency,  or credit risks arising from these financial  instruments.
The  Company  has  made  the   following   classifications   for  the  financial
instruments:

     Cash - held-for-trading; measured at fair value;
     Receivables - loans and receivables; measured at amortized cost;
     Marketable securities - available for sale; measured at fair value; and
     Accounts payable and due to related parties - other financial  liabilities;
     recorded at amortized cost.

Fair value  estimates  are made at the  balance  sheet  date,  based on relevant
market  information  and other  information  about  financial  instruments,  and
approximate carrying values unless otherwise noted. The Company does not use any
hedging instruments.

The Company  considers net smelter return ("NSR") and other  production  related
commitments   associated  with  mineral   property   interests  to  be  derivate
instruments.   Until  such  time  as  economically   recoverable  resources  are
identified such derivates are not considered to have reliably measurable value.

The  Company  adopted  CICA  Handbook  Section  3862  "Financial  Instruments  -
Disclosures"  which was amended to include  additional  disclosure  requirements
about fair value measurements of financial  instruments and to enhance liquidity
risk  disclosure.  The additional  fair value  measurement  disclosures  include
classification of financial inputs used in making the measurements, described as
follows:

Level 1 - Quoted prices  (unadjusted) in active markets for identical assets and
liabilities;
Level 2 -  Inputs  other  than  quoted  prices  included  in  Level  1 that  are
observable  for the asset or  liability,  either  directly  (i.e.  as prices) or
indirectly (i.e. derived from prices); and
Level 3 - Inputs  derived from  valuation  techniques  that include  inputs from
management  or other  sources for the asset or  liability  that are not based on
observable market data (unobservable inputs).

Comprehensive income (loss)
Effective  January 1, 2007, the Company adopted the CICA Handbook  Section 1530,
"Comprehensive Income".  Comprehensive income (loss) is defined as the change in
equity from transactions and other events from non-owner  sources.  Section 1530
establishes  standards for reporting and presenting certain gains and losses not
normally  included in net income or loss,  such as  unrealized  gains and losses
related to available for sale securities and gains and losses resulting from the
translation  of   self-sustaining   foreign   operations,   in  a  statement  of
comprehensive income (loss).

At  December  31,  2009,  the Company  recognized  in  comprehensive  income its
proportionate share of an unrealized gain on marketable securities. In 2010, the
amount was reversed  through  operations  when the securities  were sold and the
gain was realized.

                                      F-9
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

2. SIGINIFICANT ACCOUNTING POLICIES - cont'd

Loss per share
The loss per share figures are calculated  using the weighted  average number of
shares outstanding during the respective fiscal periods on a  post-consolidation
basis. The calculation of loss per share figures using the treasury stock method
considers the  potential  exercise of  outstanding  share  purchase  options and
warrants or other  contingent  issuances to the extent each  option,  warrant or
contingent  issuance was dilutive.  For all periods presented,  diluted loss per
share is equal to basic  loss per share as the  potential  effects  of  options,
warrants and conversions are anti-dilutive.

Income taxes
The Company  accounts  for income  taxes using the asset and  liability  method,
whereby future tax assets and  liabilities  are recognized for the future income
tax consequences  attributable to differences between the carrying values of the
asset and liabilities and their respective  income tax bases.  Future income tax
assets and liabilities are measured using substantively enacted income tax rates
expected to apply to taxable income in the years in which temporary  differences
are expected to be recovered or settled.  The effect on future  income taxes and
liabilities  of a change  in  rates,  when a  valuation  allowance  has not been
applied,  is included in operations in the period that includes the  substantive
enactment  date.  Where the  probability of a realization of a future income tax
asset is more likely than not, a valuation allowance is recorded.

Stock-based compensation
The Company follows the CICA Handbook  Section 3870,  "Stock-based  Compensation
and Other Stock-based Payments," which requires the fair value method of valuing
all grants of stock  options.  The estimated  fair value of the stock options is
recorded as compensation expense over the vesting period or at the date of grant
if the  options  vest  immediately,  with the  offset  recorded  in  contributed
surplus.  The fair value of options  granted is  estimated  at the date of grant
using the Black-Scholes option pricing model incorporating assumptions regarding
risk-free  interest  rates,  dividend yield,  volatility  factor of the expected
market price of the Company's stock, and a weighted average expected life of the
options.  Any consideration paid on the exercise of stock options is credited to
share  capital,  together with a reversal of  corresponding  amounts  originally
credited to contributed surplus.

Credit risk and the fair value of financial assets and financial liabilities
In January 2009,  the CICA approved EIC 173,  "Credit Risk and the Fair Value of
Financial Assets and Liabilities".  This guidance clarified that an entity's own
credit risk and the credit risk of the counterparty should be taken into account
in  determining  the fair value of financial  assets and  financial  liabilities
including derivative instruments.

Mining exploration costs
In March  2009 the  CICA  approved  EIC 174,  "Mining  Exploration  Costs".  The
guidance clarified that an enterprise that has initially capitalized exploration
costs has an obligation in the current and subsequent accounting periods to test
such  costs for  recoverability  whenever  events or  changes  in  circumstances
indicate that its carrying amount may not be recoverable.

Recent accounting pronouncements - Not yet adopted

International Financial Reporting Standards ("IFRS")
In February  2008,  the  Canadian  Accounting  Standards  Board  confirmed  that
publicly  accountable  enterprises  will  be  required  to  adopt  International
Financial Reporting Standards ("IFRS") in place of Canadian GAAP for interim and
annual  reporting  purposes  for fiscal years  beginning on or after  January 1,
2011.  Accordingly,  the Company  will  transition  from current  Canadian  GAAP
reporting and commence  reporting under IFRS for the first quarter of 2011, with
restatement of comparative information presented.

The Company developed a conversion plan consisting of four key stages including;
project planning and preliminary  assessment,  detailed  assessment,  design and

                                      F-10
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

2. SIGINIFICANT ACCOUNTING POLICIES - cont'd

International Financial Reporting Standards ("IFRS") - cont'd
implementation.  The project planning and preliminary  assessment stage has been
completed.  The  preliminary  assessment  was completed  with the  assistance of
external advisors and training and outlines the significant  differences between
Canadian  GAAP  and  IFRS  and  rates  the  impact  of each  of the  significant
differences on the entity's financial  statements,  thereby allowing the Company
to focus the detailed assessment on the highest priority items.

Consolidated  Financial  Statements,  Business  Combinations and Non-controlling
Interests
In  January  2009,  the  CICA  issued  Section  1601,   "Consolidated  Financial
Statements",  and  Section  1602,  "Noncontrolling  Interests",  which  together
replace the existing  Section 1600,  "Consolidated  Financial  Statements",  and
provide  the  Canadian  equivalent  to  International  Accounting  Standard  27,
"Consolidated  and Separate  Financial  Statements".  The new  sections  will be
applicable to the Company on January 1, 2011.  Earlier  adoption is permitted as
of the  beginning  of a fiscal  year,  in which case an entity  would also early
adopt Handbook Section 1582, "Business Combinations", and Handbook Section 1602,
"Non-controlling Interests". The Company is assessing the impact, if any, of the
adoption of these new sections on its consolidated financial statements.

Other accounting  pronouncements  issued by the CICA with future effective dates
are either not applicable or are not expected to be significant to the financial
statements of the Company.

Comparative figures
Certain of the  comparative  figures  have been  reclassified  to conform to the
current year's presentation.

3. MARKETABLE SECURITIES

At December 31, 2009,  PFG held 500,000  common shares of Cougar  Minerals Corp.
("Cougar"),  a company  listed on the TSX Venture  Exchange (Note 4). At initial
recognition,  each common  share was  recorded  at a fair value of $0.05.  As at
December 31, 2009 the closing trading price of Cougar's common shares was $0.125
per  common  share with a total  fair  value of  $62,500.  During the year ended
December  31,  2010,  PFG sold  100,000  common  shares  of Cougar  for  $8,854,
resulting in a gain of $3,854.  Pursuant to the Purchase Agreement,  the Company
sold its  interest in PFG and  therefore  does not hold an interest in Cougar at
December 31, 2010 (Note 4). The Company previously  classified the investment as
available-for-sale.

4. MINERAL PROPERTIES AND DEFERRED EXPLORATION COSTS

Title  to  mining  properties   involves  certain  inherent  risks  due  to  the
difficulties of determining  the title and extraction  rights of certain claims,
as well as the  potential  for problems  arising from the  frequently  ambiguous
conveyance  history  characteristic of many mining  properties.  The Company has
investigated  title to all of its  mineral  properties  and,  to the best of its
knowledge, title to all of its properties are in good standing.

During the year  ending  December  31, 2010 the  Company  had  $677,718  (2009 -
$101,000) in property  expenditures as detailed in the consolidated  schedule of
mineral properties and deferred exploration costs.

At December 31,  2010,  the Company  held an interest in the  following  mineral
properties:

Pinefalls Gold
Pursuant to the  completion of a  subscription  agreement  and a share  exchange
agreement in April 2005, the Company acquired the net assets of PFG including an
interest  in the  Pinefalls  Gold  Property,  located  in the  Bissett  Area  of
Manitoba,  valued  at  $319,306.  The  Company  held a 65.42%  interest  in PFG,
effective June 30, 2006.

On April 6, 2009 PFG entered into an Option and Purchase and Sale Agreement with
Cougar,  whereby  Cougar  was  granted  an option  to  purchase  certain  claims
comprising the Pinefalls Gold Property. During the year ended

                                      F-11
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

4. MINERAL PROPERTIES AND DEFERRED EXPLORATION COSTS - cont'd

Pinefalls Gold - cont'd
December 31, 2009, the Company  received  $10,000 cash and 500,000 common shares
with a fair value of $26,000 (Note 3) on execution of the Agreement. At December
31,  2009,  the Company  wrote-down  the  property to $91,000.  The basis of the
impairment was to reflect the net estimated  recoverable  value of the Pinefalls
Gold Property, based on anticipated future cash flows.

On April 30, 2010, Outback received an additional $25,000 from Cougar.  Pursuant
to  the  Purchase  Agreement,   the  Company  sold  its  interest  in  PFG  and,
accordingly,  at December 31, 2010 no longer holds an interest in the  Pinefalls
Gold Property.  During the year ended  December 31, 2010,  the Company  incurred
$Nil (2009 - $Nil) in deferred exploration costs on the Pinefalls Gold Property.

The Company realized a loss on the sale of PFG, equal to the amount by which the
carrying  value of the net assets  disposed of as of May 31, 2010,  exceeded the
proceeds of $52,606, as follows:

Assets                                          $ 126,364
Liabilities                                       (30,974)
Non-controlling interest                          (33,005)
Accumulated other non-controlling interest         (2,616)
                                                ---------
                                                   59,769
Proceeds                                          (52,606)
                                                ---------
Loss on sale of investment                      $   7,163
                                                =========

Post Creek
On December 23, 2009 the Company executed a letter of intent whereby the Company
has an option to acquire  the  mineral  claim  known as the Post Creek  Property
located within the Sudbury Mining District of Ontario, and paid a non-refundable
deposit of $7,500.

On April 5, 2010 the Company entered into an option  agreement to acquire a 100%
interest in the Post Creek Property and agreed to the following consideration:

<TABLE>
<CAPTION>
                                                                                            Exploration
         Date                                                     Cash          Shares      requirements
         ----                                                     ----          ------      ------------
<S>                                                             <C>            <C>          <C>
On or before April 5, 2010 (paid and issued)                     $12,500        400,000
On or before April 5, 2011 (subsequently paid and issued)        $30,000        300,000        $15,000
On or before April 5, 2012                                       $50,000        300,000        $15,000
On or before April 5, 2013                                       $50,000             --        $15,000
</TABLE>

During the year ended December 31, 2010, the Company  incurred  $153,3l0 (2009 -
$Nil) in deferred exploration costs on the Post Creek Property.

The  Company's  interest  is  subject  to a  2.5%  NSR,  of  which  1.5%  can be
repurchased  by the Company for  $1,500,000.  Commencing  August 1, 2013, if the
Company  exercises its option,  the Company will be obligated to pay advances on
the NSR of $10,000  per annum,  which will be deducted  from any  payments to be
made under the NSR.

Woods Creek
On December 23, 2009 the Company executed a letter of intent whereby the Company
has an option to acquire  the mineral  claim  known as the Woods Creek  Property
located within the Sudbury Mining District of Ontario and paid a  non-refundable
deposit of $2,500.

                                      F-12
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

4. MINERAL PROPERTIES AND DEFERRED EXPLORATION COSTS - cont'd

Woods Creek - cont'd
On April 5, 2010, the Company entered into an option  agreement to acquire up to
a 100%  interest  in the  Woods  Creek  Property  and  agreed  to the  following
consideration:

<TABLE>
<CAPTION>
                                                                                            Exploration
         Date                                                     Cash          Shares      requirements
         ----                                                     ----          ------      ------------
<S>                                                             <C>            <C>          <C>
On or before April 5, 2010 (paid and issued)                     $ 7,500        150,000
On or before April 5, 2011 (subsequently paid and issued)        $15,000        150,000        $24,000
On or before April 5, 2012                                       $20,000             --        $24,000
On or before April 5, 2013                                       $45,000             --        $24,000
</TABLE>

During the year ended  December 31, 2010, the Company  incurred  $20,340 (2009 -
$Nil) in deferred exploration costs on the Woods Creek Property.

The  Company's  interest  is  subject  to a  2.5%  NSR,  of  which  1.5%  can be
repurchased  by the Company for  $1,500,000.  Commencing  August 1, 2013, if the
Company  exercises its option,  the Company will be obligated to pay advances on
the NSR of $5,000 per annum, which will be deducted from any payments to be made
under the NSR.

Halcyon
On April 5, 2010, the Company entered into an option  agreement to acquire up to
a 100%  interest  in the  Halcyon  Property  located  Ontario  and agreed to the
following consideration:

<TABLE>
<CAPTION>
                                                                                            Exploration
         Date                                                     Cash          Shares      requirements
         ----                                                     ----          ------      ------------
<S>                                                             <C>            <C>          <C>
On or before April 5, 2010 (paid and issued)                     $15,000        300,000
On or before April 5, 2011 (subsequently paid and issued)        $25,000        200,000        $22,000
On or before April 5, 2012                                       $35,000             --        $22,000
On or before April 5, 2013                                       $35,000             --        $22,000
</TABLE>

During the year ended December 31, 2010, the Company incurred $Nil (2009 - $Nil)
in deferred exploration costs on the Halcyon Property.

The  Company's  interest  is  subject  to a  2.5%  NSR,  of  which  1.5%  can be
repurchased  by the Company for  $1,500,000.  Commencing  August 1, 2013, if the
Company  exercises its option,  the Company will be obligated to pay advances on
the NSR of $8,000 per annum, which will be deducted from any payments to be made
under the NSR.

Bell Lake
On April 5, 2010, the Company entered into an option  agreement to acquire up to
a 100% interest in the Bell Lake Property located in Ontario,  and agreed to the
following consideration:

<TABLE>
<CAPTION>
                                                                                            Exploration
         Date                                                     Cash          Shares      requirements
         ----                                                     ----          ------      ------------
<S>                                                             <C>            <C>          <C>
On or before April 5, 2010 (paid and issued)                     $25,000        300,000
On or before April 5, 2011 (subsequently paid and issued)        $25,000        300,000        $    --
On or before April 5, 2012                                       $40,000        400,000        $    --
On or before April 5, 2013                                       $40,000             --        $    --
On or before April 5, 2013                                       $80,000             --        $    --
</TABLE>

During the year ended December 31, 2010, the Company incurred $560 (2009 - $Nil)
in deferred exploration costs on the Bell Lake Property.

                                      F-13
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

4. MINERAL PROPERTIES AND DEFERRED EXPLORATION COSTS - cont'd

Bell Lake - cont'd
The  Company's  interest  is  subject  to a  2.5%  NSR,  of  which  1.5%  can be
repurchased by the Company for $1,500,000.  Commencing  August 1, 2014, once the
Company  exercises its option,  the Company will be obligated to pay advances on
the NSR of $5,000 per annum, which will be deducted from any payments to be made
under the NSR.

Manitoba Nickel
On April 5, 2010, the Company entered into a purchase and sale agreement, with a
company  with  directors in common,  to acquire a 100%  interest in the Thompson
North,  South Bay and Cedar Lake properties  located in Manitoba,  and agreed to
consideration  of $1,000 cash (paid) and 6,000,000  common  shares  (issued).The
Company's interest is subject to a 2% NSR, of which 1% can be repurchased by the
Company for $1,000,000.

(a)  Thompson North Property
     During the year ended December 31, 2010, the Company  incurred $585 (2009 -
     $Nil) in deferred exploration costs on the Thompson North Property.

(b)  South Bay Property
     During the year ended December 31, 2010, the Company  incurred $2,523 (2009
     - $Nil) in deferred exploration costs on the South Bay Property.

(c)  Cedar Property
     During the year ended December 31, 2010, the Company  incurred $400 (2009 -
     $Nil) in deferred exploration costs on the Cedar Property.

5. EQUIPMENT

<TABLE>
<CAPTION>
                                         2010                                         2009

                                 Accumulated     Net book                 Accumulated                 Net book
                        Cost     amortization      value         Cost     amortization    Disposal      value
                        ----     ------------      -----         ----     ------------    --------      -----
<S>                    <C>          <C>           <C>           <C>          <C>           <C>          <C>
Computer hardware      $   --       $   --        $   --        $1,579       $ (863)       $ (716)      $   --
                       ======       ======        ======        ======       ======        ======       ======
</TABLE>

6. RELATED PARTY TRANSACTIONS

During the year ended December 31, 2010, the Company  entered into the following
transactions with related parties:

(a)  recorded  $19,000  (2009 -  $Nil;  2008 - $Nil)  for  consulting  fees to a
     company in which a director has an interest;
(b)  recorded  $90,000 (2009-  $24,000;  2008 - $24,000) for  management  fees a
     director  of the  Company  and to a  company  in  which a  director  has an
     interest;
(c)  recorded $28,000 (2009 - $Nil; 2008 - $Nil) for geological  consulting fees
     to a director of the Company,  of which $26,833 (2009 - $Nil;  2008 - $Nil)
     has been recorded in consulting services as deferred  exploration costs for
     mineral  properties and $1,167 (2009 - $Nil; 2008 - $Nil) has been recorded
     in consulting fees on the statements of operations;
(d)  recorded  $11,772  (2009 - $Nil;  2008 - $Nil) for  professional  fees to a
     company in which a director has an interest;
(e)  entered into a purchase and sale  agreement,  with a company with directors
     in common for the acquisition mineral properties (Note 4); and
(f)  issued 2,640,000 common shares at a fair value of $132,000, to a company in
     which a director has an interest for settlement of debt.

                                      F-14
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

6. RELATED PARTY TRANSACTIONS - cont'd

Related party  transactions  were in the normal course of business and have been
recorded at the  exchange  amount  which is the fair value agreed to between the
parties.

At December  31,  2010,  recorded in due to related  parties is $87,094  (2009 -
$132,333)  owing to directors of the Company and companies in directors  have an
interest. Amounts due to related parties are unsecured, non-interest bearing and
without specific terms of repayment.

7. SHARE CAPITAL

a)   The  authorized  capital of the Company  comprises an  unlimited  number of
     common  shares  without  par value  and  100,000,000  Series 1  convertible
     preferred shares without par value.

b)   Common shares issued and outstanding

                                          Number of                  Contributed
                                           shares         Amount       surplus
                                        -----------    -----------   -----------

Balance, December 31, 2008 and 2009       5,441,730    $13,044,609   $    53,344
 Shares issued for debt                   2,640,000        132,000            --
 Shares issued for mineral properties     7,150,000        429,000            --
 Shares issued for private placement     20,000,000      1,100,000            --
 Stock-based compensation                        --             --       182,500
                                        -----------    -----------   -----------
Balance, December 31, 2010               35,231,730    $14,705,609   $   235,844
                                        ===========    ===========   ===========

Effective April 19, 2010, the Company consolidated its common share capital on a
2:1 basis,  whereby each two old shares are equal to one new share and increased
its authorized  capital from  100,000,000  common shares without par value to an
unlimited  number of common shares  without par value.  All references to common
shares,   stock  options,   warrants  and  weighted  average  number  of  shares
outstanding  in  these  consolidated  financial  statements  reflect  the  share
consolidation.

Year ended December 31, 2010:

The Company  issued  2,640,000  common  shares at a fair value of  $132,000  for
settlement of debt (Note 6).

The Company  completed a  non-brokered  private  placement of 10,000,000  common
shares for proceeds of $500,000 and  10,000,000  units for proceeds of $600,000.
Each unit  consists of one common  share and one share  purchase  warrant.  Each
warrant is  exercisable  into one common share of the Company at $0.10 per share
until  December 28, 2012.  The Company  does not  separately  disclose the value
attributed to the warrants.

The Company issued  7,150,000  common shares at a fair value of $429,000 for the
acquisition of mineral properties (Note 4).

c)   Preferred shares issued and outstanding

At December  31, 2010 and 2009,  there are  604,724  (2009 - 604,724)  preferred
common shares  outstanding.  The rights and restrictions of the preferred shares
are as follows:

     i)   dividends shall be paid at the discretion of the directors;
     ii)  the holders of the preferred shares are not entitled to vote except at
          meetings of the holders of the

                                      F-15
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

7. SHARE CAPITAL - cont'd

c)   Preferred shares issued and outstanding - cont'd

     ii)  - cont'd
          preferred  shares,  where  they  are  entitled  to one  vote  for each
          preferred share held;

     iii) the shares are convertible at any time; and

     iv)  the number of the common  shares to be received on  conversion  of the
          preferred  shares is to be determined by dividing the conversion value
          of the share, $1 per share, by $0.90.

d) Warrants

A continuity  schedule of outstanding common share purchase warrants at December
31, 2010 is as follows:

                                                Number of       Weighted average
                                                warrants         exercise price
                                                --------         --------------

Balance, December 31, 2008 and 2009                    --             $  --
  Granted                                      10,000,000              0.10
                                               ----------             -----
Balance, December 31, 2010                     10,000,000             $0.10
                                               ==========             =====

At December 31, 2010, the Company had outstanding common share purchase warrants
exercisable to acquire common shares of the Company as follows:

                                                                Weighted average
 Number of                                      Exercise         remaining life
 warrants             Expiry date                price              (years)
 --------             -----------                -----              -------

10,000,000         December 28, 2012             $0.10             1.99 years
==========         =================             =====             ==========

e)   Stock options

The Company has entered into a Stock  Option Plan (the  "Plan"),  providing  the
authority to grant options to  directors,  officers,  employees and  consultants
enabling them to acquire up to 10% of the issued and outstanding common stock of
the Company. Under the Plan, the exercise price of each option equals the market
price or a discounted  price of the Company's stock as calculated on the date of
grant. The options can be granted for a maximum term of 10 years.

The Company  calculates the fair value of all  stock-based  compensation  awards
using the Black-Scholes option pricing model.

During the year ended December 31, 2010, the Company granted 3,300,000 incentive
stock  options to  directors,  officers  and  employees.  The  granting of these
options  resulted in  stock-based  compensation  expense of  $182,500  which was
recorded as  stock-based  compensation  expense on the statements of operations.
The options granted vested upon issuance.

                                      F-16
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

7. SHARE CAPITAL - cont'd

e) Stock options - cont'd

The weighted  average fair value of stock options  granted during the year ended
December  31,  2010 was  $0.055.  The  following  assumptions  were used for the
Black-Scholes valuation of stock options during the year:

                                         2010          2009
                                         ----          ----

Risk-free interest rate                  2.16%           --
Expected life                          5 years           --
Annualized volatility                  214.74%           --
Dividend yield                              0%           --
                                       ======         =====

A continuity  schedule of  outstanding  stock options at December 31, 2010 is as
follows:

                                                Number of       Weighted average
                                                 options         exercise price
                                                 -------         --------------

Balance, December 31, 2008 and 2009                    --            $  --
  Granted                                       3,300,000             0.10
                                                ---------            -----
Balance, December 31, 2010                      3,300,000            $0.10
                                                =========            =====

At December 31, 2010, the Company had stock options  outstanding  exercisable to
acquire common shares of the Company as follows:

 Number of       Number of                                      Weighted average
  options         options                          Exercise      remaining life
outstanding     exercisable      Expiry date         price          (years)
-----------     -----------      -----------         -----          -------

 2,950,000       2,950,000     August 27, 2015      $ 0.10             4.66
   150,000         150,000     November 25, 2015      0.10             4.90
   200,000         200,000     December 8, 2015       0.10             4.94
----------      ----------                                           ------
 3,300,000       3,300,000                                             4.69
==========      ==========                                           ======

8. INCOME TAXES

The Company has approximately  $572,000 in non-capital losses that can be offset
against  taxable  income in future years which began  expiring at various  dates
commencing in 2009,  and  approximately  $157,000 in capital losses which may be
available to offset future  taxable  capital gains which can be carried  forward
indefinitely.  The  potential  future tax  benefit of these  losses has not been
recorded as a full-future tax asset valuation allowance has been provided due to
the uncertainty regarding the realization of these losses.

The related  potential  income tax benefits with respect to these items have not
been recorded in the accounts.

                                      F-17
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

8. INCOME TAXES - cont'd

A  reconciliation  of income taxes at statutory rates with the reported taxes is
as follows:

                                            2010           2009          2008
                                         ---------      ---------     ---------

Loss before income taxes:                $ 529,808      $ 117,645     $ 200,977
Statutory rates                              28.50%         31.00%        31.00%
                                         ---------      ---------     ---------

Expected income tax recovery               150,995         36,470        62,303
Non-controlling interest                        --          3,389         2,668
Effect of reduction in tax rates            (4,632)        (4,227)      (25,427)
Permanent differences and other            (71,983)        (4,100)       14,307
Expiring losses                                 --        (10,932)       (7,194)
Non-allowable portion of capital loss      (42,380)            --            --
Increase in valuation allowance            (32,000)       (20,600)      (46,657)
                                         ---------      ---------     ---------
 Net future income tax recovery          $      --      $      --     $      --
                                         =========      =========     =========

The  significant  components  of the  Company's  future income tax assets are as
follows:

                                            2010           2009
                                         ---------      ---------

Non-capital loss carry forward benefit   $ 143,000      $  92,000
Capital losses carried forward              39,000          2,000
Mining properties                               --         56,000
Valuation allowance                       (182,000)      (150,000)
                                         ---------      ---------
 Net future income tax asset             $      --      $      --
                                         =========      =========

9. CAPITAL MANAGEMENT

The Company manages its capital  structure,  which consists of share and working
capital,  and  makes  adjustments  to it,  based on the funds  available  to the
Company,  in order to support the  acquisition,  exploration  and development of
mineral  properties.  The Board of  Directors  does not  establish  quantitative
return on capital criteria for management, but rather relies on the expertise of
the Company's management to sustain future development of the business.

The  properties  in which  the  Company  currently  has an  interest  are in the
exploration  stage;  as such the Company is dependent  on external  financing to
fund its activities.  In order to carry out the planned  exploration and pay for
administrative  costs,  the  Company  will  spend  its  existing  cash and raise
additional amounts as needed. The Company will continue to assess new properties
and seek to acquire interests in additional properties.

Management  reviews its  capital  management  approach  on an ongoing  basis and
believes that this approach,  given the relative size and nature of the Company,
is reasonable.

There were no changes in the Company's approach to capital management during the
years ended December 31, 2010 and 2009. The Company is not exposed to externally
imposed capital requirements.

                                      F-18
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

10. FINANCIAL INSTRUMENTS AND RISK FACTORS

The Company's  financial  instruments consist of cash,  receivables,  marketable
securities,  accounts payable and due to related parties.  The carrying value of
these  financial  instruments  approximates  their fair value.  Cash is measured
based on Level 1 inputs of the fair value hierarchy.

The Company is engaged  primarily in the mineral  exploration  field and manages
related industry risk issues directly.

The  Company  is  potentially  at  risk  for   environmental   reclamation   and
fluctuations in commodity based market prices  associated with resource property
interests. Management is of the opinion that the Company addresses environmental
risk and compliance in accordance with industry  standards and specific  project
environmental  requirements.  There is no certainty that all environmental risks
and contingencies have been addressed.

The Company's primary risk exposures are summarized below:

Credit risk
The Company's credit risk is primarily  attributable to its cash accounts.  This
risk is managed  through the use of major  banks  which are high credit  quality
financial institutions as determined by rating agencies. The Company's secondary
exposure to credit risk is on its  receivables.  Receivables  include  primarily
goods and services  tax due from the Federal  Government  of Canada.  Management
believes  that the  Company  has no  significant  concentration  of credit  risk
arising from operations

Liquidity risk
The Company's approach to managing liquidity risk is to ensure that it will have
sufficient  liquidity to meet third party  liabilities when due. The Company has
working  capital  of  $556,665  at  December  31,  2010.  All of  the  Company's
liabilities have contractual  maturities of less than 30 days and are subject to
normal trade terms.  The Company is dependent on  management's  ability to raise
additional funds so that it can manage its financial obligations. The ability to
raise  funds in capital  markets is  impacted  by  general  market and  economic
conditions and the commodity markets in which the Company conducts business.

Market risk
(a) Interest rate risk
The Company has cash balances and no interest-bearing  debt therefore,  interest
rate risk is minimal.

(b) Foreign currency risk
The Company's functional currency is the Canadian dollar and major purchases are
transacted in Canadian dollars: therefore, foreign currency risk is minimal.

11. SUPPLEMENTAL CASH FLOW INFORMATION

The Company incurred non-cash financing and investing activities during the year
ended December 31, 2010 as follows:

                                                             2010           2009
                                                             ----           ----

Common shares issued for debt (Note 6)                     $132,000        $  --
Accrued mineral property and deferred exploration costs    $  2,825        $  --
Common shares issued for mineral properties (Note 4)       $429,000        $  --
                                                           ========        =====

                                      F-19
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

12. COMMITMENTS

Effective May 1, 2010,  the Company  entered into the following  agreements  for
services with  directors of the Company and a company in which a director has an
interest:

     i)   management fees: $5,000 per month and $4,000 per month
     ii)  consulting fees: $3,500 per month

Each of the agreements  shall be continuous and may only be terminated by mutual
agreement of the parties, subject to the provisions that in the event there is a
change of effective  control of the  Company,  the party shall have the right to
terminate  the  agreement,  within  sixty  days from the date of such  change of
effective control,  upon written notice to the Company.  Within thirty days from
the date of delivery of such notice,  the Company shall forward to the party the
amount of money due and owing to the party  hereunder  to the extent  accrued to
the employee to the effective date of termination.

13. RECONCILIATION BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
    ACCOUNTING PRINCIPLES

These  consolidated  financial  statements have been prepared in accordance with
Canadian GAAP,  which differs in certain respects from US GAAP. A description of
US GAAP and practices  prescribed by the US Securities  and Exchange  Commission
("SEC") that result in material  measurement  and  disclosure  differences  from
Canadian GAAP are summarized as follows:

Consolidated Balance Sheets

<TABLE>
<CAPTION>
                                                                              2010                  2009
                                                                          -----------           -----------
<S>                                                                       <C>                   <C>
Total assets under Canadian GAAP                                          $ 1,363,910           $   184,212

  (a) Mineral property exploration costs expensed under USGAAP               (177,718)              (31,138)
                                                                          -----------           -----------

Total assets under US GAAP                                                $ 1,186,192           $   153,074
                                                                          ===========           ===========

Total liabilities under Canadian and US GAAP                              $   129,527           $   185,747
                                                                          ===========           ===========

Non-controlling interest under Canadian GAAP                              $        --           $    53,249

  (a) Non-controlling interest in mineral property exploration costs
      expensed under US GAAP                                                       --               (10,774)
                                                                          -----------           -----------

Non-controlling interest under US GAAP                                    $        --           $    42,475
                                                                          ===========           ===========

Total shareholders' equity (deficit) under Canadian GAAP                  $ 1,234,383           $   (54,784)

  (a) Mineral property exploration costs expensed under US GAAP              (208,856)              (31,138)

  (a) Non-controlling interest in mineral property exploration costs
      expensed under US GAAP                                                   10,774                10,774
                                                                          -----------           -----------

Total shareholders' equity (deficit) under US GAAP                        $ 1,036,301           $   (75,148)
                                                                          ===========           ===========
</TABLE>

                                      F-20
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

13. RECONCILATION BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
    ACCOUNTING PRINCIPELS - cont'd

Consolidated Statements of Operations and Deficit

<TABLE>
<CAPTION>
                                                                             Years ended December 31,
                                                                 2010                  2009                  2008
                                                             -----------           -----------           -----------
<S>                                                          <C>                   <C>                   <C>
Net loss under Canadian GAAP                                 $  (529,808)          $  (117,645)          $  (200,977)

  (a) Mineral property exploration costs expensed
      under US GAAP                                             (177,718)                   --                (6,490)

  (a) Non-controlling interest in mineral property
      exploration costs expensed under US GAAP                        --                    --                 2,246

  (c) Loss on sale of subsidiary                                  14,208                    --                    --
                                                             -----------           -----------           -----------

Net loss under US GAAP                                          (693,318)             (117,645)             (205,221)

Accumulated other comprehensive income (loss)                    (24,525)               24,525                    --
                                                             -----------           -----------           -----------

Comprehensive loss - US GAAP                                 $  (717,843)          $   (93,120)          $  (205,221)
                                                             ===========           ===========           ===========

Basic and diluted loss per share under US GAAP               $     (0.04)          $     (0.02)          $     (0.04)
                                                             ===========           ===========           ===========

Consolidated Statements of Cash Flows

Net cash used in operating activities under
 Canadian GAAP                                               $  (282,855)          $   (24,146)          $   (22,477)

  (b) Mineral property exploration costs incurred               (177,843)                   --                (6,490)
                                                             -----------           -----------           -----------
Net cash used in operating activities under
 US GAAP                                                     $  (460,573)          $   (24,146)          $   (28,967)
                                                             ===========           ===========           ===========
Net cash provided by (used in) investing activities
 under Canadian GAAP                                         $  (174,433)          $        --           $    (6,490)

  (b) Mineral property exploration costs incurred                177,718                    --                 6,490
                                                             -----------           -----------           -----------
Net cash provided by (used in) investing activities
 under US GAAP                                               $     3,285           $        --           $        --
                                                             ===========           ===========           ===========
Net cash provided by financing activities under
 Canadian and US GAAP                                        $ 1,100,000           $        --           $        --
                                                             ===========           ===========           ===========
</TABLE>

                                      F-21
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

13. RECONCILIATION BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
    ACCOUNTING PRINCIPLES - cont'd

(a) Interest in unproven mineral properties

In accordance  with Canadian  GAAP,  the cost of mineral  properties and related
exploration and  development  costs are deferred until the properties are placed
into  production,  sold,  abandoned or  management  has  determined  there to be
impairment.

In accordance with US GAAP,  mineral  property  acquisition  costs are initially
capitalized when incurred and the carrying value of intangible  assets and other
long-lived  assets is reviewed on a regular  basis for the existence of facts or
circumstances that may suggest  impairment.  The Company  recognizes  impairment
when the sum of the  expected  undiscounted  future  cash flows is less than the
carrying amount of the asset.  Mineral property  exploration costs are generally
expensed as incurred until commercially minable deposits are determined to exist
within a particular property as cash flows cannot be reasonably  estimated prior
to such determination.

Accordingly,  for all periods  presented,  the Company has  expensed all mineral
property  exploration  costs for US GAAP. During 2009, the Company optioned some
of its mineral property  interest.  Under Canadian GAAP, the Company will record
the option proceeds against the carrying value of the mineral property while for
US GAAP,  the Company  will record the option  proceeds as a recovery of mineral
property costs on the statement of operations.

(b) Mineral property costs incurred

Under Canadian GAAP,  cash flows relating to mineral  property  acquisition  and
exploration  costs and  option  proceeds  received  are  reported  as  investing
activities.  Under  US GAAP,  exploration  costs  are  classified  as  operating
activities.  The  net  cash  provided  by  (used  in)  operating  and  investing
activities has been adjusted accordingly for all periods presented.

(c) Loss on sale of subsidiary

As  described  in (a)  above,  there  is a  difference  between  the  basis  for
capitalization, expensing and mineral property exploration and development costs
between  Canadian  GAAP and US GAAP. To the extent that mineral  properties  are
owned by the  Company's  subsidiary,  this  difference  gives rise to  different
carrying  values in the subsidiary  mineral  properties and the  non-controlling
interests  in the  Company's  subsidiary  under US GAAP as  compared to Canadian
GAAP. Accordingly, upon sale of the underlying subsidiary, the resulting gain or
loss is different between Canadian GAAP and US GAAP.

(d) Income taxes

Under US GAAP, the effect on deferred tax assets and  liabilities of a change in
tax rates is  recognized  in income in the period that  includes  the  enactment
date.  Under Canadian GAAP, the effect of a change in tax rates is recognized in
the period of substantive enactment. The application of this difference under US
GAAP does not result in a material  difference  between  future  income taxes as
recorded under Canadian GAAP.

(e) Recent accounting pronouncements

In January 2010, the FASB issued ASU 2010-06,  Improving  Disclosures about Fair
Value  Measurements,  which  is  included  in the  ASC  Topic  820  (Fair  Value
Measurements  and  Disclosures).  ASU 2010-06  requires new  disclosures  on the
amount  and  reason  for  transfers  in and  out  of  Level  1 and 2 fair  value
measurements.  ASU 2010-06 also requires  disclosures of  activities,  including

                                      F-22
<PAGE>
NORTH AMERICAN NICKEL INC.
(formerly Widescope Resources Inc.)
Notes to the Consolidated Financial Statements
For the Year Ended December 31, 2010
--------------------------------------------------------------------------------

13.  RECONCILIATION  BETWEEN  CANADIAN  AND  UNITED  STATES  GENERALLY  ACCEPTED
     ACCOUNTING PRINCIPLES - cont'd

(e) Recent accounting pronouncements - cont'd

purchases,  sales,  issuances,  and a  settlement  within  Level  3  fair  value
measurements  and  clarifies  existing  disclosure  requirements  on  levels  of
disaggregation  and  disclosures  about  inputs and  valuation  techniques.  ASU
2010-06 is effective for interim and annual  reporting  periods  beginning after
December 15, 2009 except for the disclosures about purchases,  sales, issuances,
and  settlements  in the  roll  forward  of  activity  in  Level  3  fair  value
measurements.  Those  disclosures are effective for fiscal years beginning after
December 15, 2010,  and for interim  periods  within  those  fiscal  years.  The
implementation  of the adoption of ASU 2010-06 has not had a material  impact on
the Company's consolidated financial statements.

In February  2010, the FASB issued ASU 2010-09,  "Subsequent  Events (Topic 855)
Amendments to Certain  Recognition and Disclosure  Requirements".  The amendment
eliminates  the  requirement  for SEC filers to disclose the date through  which
subsequent  events  have  been  evaluated.  This  standard  had no impact on the
Company's consolidated financial statements.

There are several new accounting pronouncements issued by FASB which are not yet
effective.  Each of these  pronouncements,  as  applicable,  has been or will be
adopted by the  Company.  Management  does not believe  any of these  accounting
pronouncements has had or will have a material impact on the Company's financial
position or operating results.

14. SUBSEQUENT EVENTS

Subsequent  to December  31, 2010,  the Company paid $30,000 and issued  300,000
common shares pursuant to the Post Creek Property option agreement, paid $15,000
and issued  150,000 common shares  pursuant to the Woods Creek  Property  option
agreement, paid $25,000 and issued 200,000 common shares pursuant to the Halcyon
Property  option  agreement  and paid $25,000 and issued  300,000  common shares
pursuant to the Bell Lake Property option agreement (Note 4).

                                      F-23