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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C.
20549

FORM 40-F/AAmendment No. 2

[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE
SECURITIES EXCHANGE ACT OF 1934

OR

[ x ] ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

|For the fiscal year ended: December 31, 2011 | Commission File Number: 001-35278
|-------------------------------------------- | ---------------------------------

PRIMERO MINING
CORP.(Exact name of Registrant as specified in its
charter)

|British Columbia, Canada           | 1040                         | Not Applicable     
|---------------------------------- | ---------------------------- | -------------------
|                                   |                              |                    
|(Province or Other Jurisdiction of | (Primary Standard Industrial | (I.R.S. Employer   
|Incorporation or Organization)     | Classification Code)         | Identification No.)

|Suite 1640, One Bentall Centre                                                  
|--------------------------------------------------------------------------------
|505 Burrard Street, Box 24                                                      
|Vancouver, British Columbia, Canada                                             
|( 604) 669 0040                                                                 
|                                                                                
|(Address and telephone number of Registrants
      principal executive offices)
|                                                                                
|Corporation Service Company                                                     
|Suite 400, 2711 Centerville Road                                                
|Wilmington, Delaware 19808                                                      
|(800) 927-9800                                                                  
|                                                                                
|(Name, address (including zip code) and telephone
      number (including       
|area code) of agent for service in the United States)                           

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
|--------------------------- | -----------------------------------------
|Common Shares, no par value | New York Stock Exchange                  

Securities registered or to be registered pursuant to Section
12(g) of the Act: None

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

For annual reports,
  indicate by check mark the information filed with this Form:

|[ x ] Annual Information Form | [ x ] Audited Annual Financial Statements
|----------------------------- | -----------------------------------------

Indicate the number of outstanding shares of each of the
Companys classes of capital or common stock as of the close of the period
covered by the annual report: 88,259,831 Common Shares as at December 31,
2011

Indicate by check mark whether the Company by filing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934 (the Exchange Act). If yes is marked, indicate the file number
assigned to the Company in connection with such Rule.Yes[   ]        No[ x ]

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

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Indicate by check mark whether the Company has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the Company was required to submit and post such files).
Yes[   ]        No[   ]

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EXPLANATORY NOTE

Primero Mining Corp. (the Company or Primero)
is filing this Amendment No. 2 to its Annual Report on Form 40-F for the year
ended December 31, 2011, as originally filed on April 3, 2012 and subsequently
amended on May 24, 2012 (the Annual Report) in order to amend the
Annual Report by filing with the United States Securities and Exchange
Commission (the SEC) the restated audited financial statements of the
Company for the years ended December 31, 2011 and 2010, including the report of
its auditor with respect thereto, together with the Amended and Restated
Management Discussion and Analysis of the Company for the year ended December
31, 2011. In addition, the Company is amending its earlier disclosure regarding
its conclusion as to the effectiveness of its disclosure controls and procedures
in order to disclose that such disclosure controls and procedures were not
effective as at December 31, 2011 as a result of a material weakness that led to
the amendment and restatement of the Companys audited financial statements for
the years ended December 31, 2011 and 2010 that were included in the original
Annual Report. The Company has also amended its Forward Looking Statement
disclosure to reflect recently announced corporate developments. No other
amendments are being made to the Annual Report as originally filed and
subsequently amended and this Amendment No 2 does not purport to amend any other
item of the Annual Report to reflect events that have occurred after the
original date that the initial Annual Report was filed.

ANNUAL INFORMATION FORM, AUDITED FINANCIAL STATEMENTS AND
MD&A

The following documents of the Company are filed and
incorporated by reference into this Annual Report:

Document
    Exhibit No.Amended Annual Information Form of the Company for the year
      ended December 31, 2011 (the AIF)
    99.1 (1)Restated audited financial statements of the Company for
      the years ended December 31, 2011 and 2010, including the report of
      auditor with respect thereto
    99.2 (2)Amended and restated Management Discussion and Analysis of
      the Company for the year ended December 31, 2011 (the MD&A)
    99.3 (2)


|(1) | Previously filed as an exhibit to the Companys Amendment
      No. 1 to Annual Report filed with the SEC on May 24, 2012
|--- | -------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                          
|(2) | Filed as an exhibit hereto.                                                                                              

FORWARD-LOOKING STATEMENTS

This Annual Report, as amended, includes or incorporates by
reference certain statements that constitute forward-looking statements within
the meaning of the United States Private Securities Litigation Reform Act of
1995. These statements appear in a number of places in this Annual Report,
as amended, and documents incorporated by reference herein and include
statements regarding the Companys intent, belief or current expectation and
that of the Companys officers and directors. These forward-looking statements
involve known and unknown risks and uncertainties that may cause the Companys
actual results, performance or achievements to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking statements. When used in this Annual Report, as amended, or in
documents incorporated by reference in this Annual Report, as amended, words
such as believe, anticipate, estimate, project, intend, expect,
may, will, plan, should, would, contemplate, possible, attempts,
seeks and similar expressions are intended to identify these forward-looking
statements. These forward-looking statements are based on various factors and
were derived utilizing numerous assumptions that could cause the Companys
actual results to differ materially from those in the forward-looking statements. Accordingly, readers are cautioned
not to put undue reliance on these forward-looking statements.

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Forward-looking statements include, among others, statements
regarding:

- the ability of the Company to expand production at the San Dimas Mine (as
  defined in the AIF, as amended,);
- the ability of the Company to successfully operate the San Dimas Mine;
- the ability of the Company to identify appropriate acquisition
  opportunities, or if an opportunity is identified, to conclude a transaction
  on satisfactory terms;
- the expected results of exploration activities;
- the recording of revenue under the Amended and Restated Silver Purchase
  Agreement (as defined in the AIF, as amended,) at the fixed price realization
  and the recording of taxes on this basis;
- the identification of potential taxes as a contingent liability and
  retaining access to sufficient cash to satisfy such contingent liability;
- increased delineation at the San Dimas Mine that will lead to better grade
  control and the attainment of more consistent production targets in the
  future;
- the expected results of reclamation activities at the San Dimas Mine;
- the estimation or realization of Minerals Reserves (as defined in the AIF,
  as amended,) and Mineral Resources (as defined in the AIF, as amended,) and
  the realization of Mineral Reserve estimates (including all assumptions),
- the ability to identify new Mineral Resources and convert Mineral Resources
  into Mineral Reserves;
- the impact of new estimation methodologies on mine and production planning;
- the timing and success of exploration activities;
- the timing and the ability to expand the mill;
- intentions to become an intermediate gold producer;
- the timing and amount of estimated future production;
- the ability to generate cash flows that exceed capital requirements;
- capital expenditures and costs, including forecasted cash costs;
- the timing of the development of new mineral deposits;
- the sufficiency of future cash flows;
- requirements for additional capital and ability to complete future
  financings to raise additional capital for exploration, development and
  operational activities and for acquisitions;
- projected gold and silver production;

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- expected ore grades, recovery rates and throughput;
- the ability of the Company to comply with environmental, safety and other
  regulatory requirements;
- expected or proposed development or construction activities, including
  additional tunnels, plant expansion, tailings improvements and hydro-electric
  improvements, and the expected costs thereof;
- expected environmental capital expenditures;
- expectations regarding currency fluctuations;
- future prices of precious and base metals;
- the ability of the Company to achieve a favourable advance ruling on its
  restructuring plan from Mexican tax authorities;
- the ability of the Company to obtain government approvals or permits in
  connection with the continued operation and development of the San Dimas
  Mines;
- the timing and results of union contract negotiations;
- the resolution of title disputes relating to the Companys properties;
- the ability of the Company to maintain effective internal controls over
  financial reporting; and
- the timing and possible outcome of pending litigation.

The above forward-looking information is necessarily based upon
a number of factors and assumptions that, while considered reasonable by the
Company as of the date of such statements, are inherently subject to significant
business, economic and competitive uncertainties and contingencies. Key
assumptions upon which the Companys forward-looking statements are based
include the following:

- the specific assumptions set forth in the AIF, as amended, and the
  MD&A, as amended;
- the expectations and beliefs of management;
- assumptions relating to the existence of companies that may wish to dispose
  of producing or near-term producing precious metals assets;
- that there are no significant disruptions affecting operations, whether due
  to labour disruptions, supply disruptions, damage to or loss of equipment,
  whether as a result of natural occurrences including flooding, political
  changes, title issues, intervention by local landowners, loss of permits, or
  environmental concerns or otherwise;
- that there are no disruptions in the supply of power from the Las Truchas
  power generation facility, whether as a result of damage to the facility or
  unusually limited amounts of precipitation;
- that development and expansion at the San Dimas Mine proceeds on a basis
  consistent with current expectations and the Company does not change its
  development and exploration plans;
- that the exchange rate between the Canadian dollar, Mexican peso and the
  United States dollar remains consistent with current levels or as set out in
  the AIF, as amended,;
- that prices for gold and silver remain consistent with the Companys
  expectations;

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- that prices for key mining supplies, including labour costs and
  consumables, remain consistent with the Companys current expectations;
- that production meets expectations and is consistent with estimates;
- that plant, equipment and processes will operate as anticipated;
- that the Companys current estimates of Mineral Reserves, Mineral
  Resources, mineral grades and mineral recovery are accurate;
- that the Company identifies higher grade veins in sufficient quantities of
  minable ore in the Central Block and Sinaloa Graben;
- that the geology and vein structures in the Sinaloa Graben are as expected;
- that the Company completes the proposed tunnels and access routes;
- that the ratio of gold to silver price is maintained in accordance with the
  Companys expectations;
- that there are no material variations in the current tax and regulatory
  environment or the tax positions taken by the Company;
- that the Company will maintain access to surface rights;
- that the Company will be able to obtain and maintain government approvals
  or permits in connection with the continued operation and development of the
  San Dimas Mine;
- that the Company will be able to repay its indebtedness under the
  Promissory Note and Convertible Promissory Note (as defined in the AIF, as
  amended,);
- that the Company can access financing, appropriate equipment and sufficient
  labour; and
- that the political environment within Mexico will continue to support the
  development of environmentally safe mining projects.

No assurance can be given that these assumptions will prove to
be correct. These assumptions should be considered carefully by readers. Readers
are cautioned not to place undue reliance on the forward-looking information and
statements or the assumptions on which the Companys forward-looking information
and statements are based.

Forward-looking information is subject to a variety of risks
and uncertainties which could cause actual events or results to differ from
those reflected in the forward-looking statements. Such risks include, but are
not limited to:

- the specific risks set forth in the AIF, as amended, and the MD&A, as
  amended;
- the ability of the Company to continue to pay taxes on silver sold under
  the Amended and Restated Silver Purchaser Agreement at realized prices;
- the ability of the Company to achieve projected gold and silver production
  and, gold and silver grades;
- projected cash costs of production and capital expenditures may be greater
  than anticipated;
- the volatility of prices of gold, silver and other metals;
- the ratio between the market prices of gold and silver;

5

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- uncertainty of Mineral Reserves, Mineral Resources, exploration potential,
  mineral grades and mineral recovery estimates;
- uncertainty of future production, delays in completion of the mill
  expansion, exploration and development plans;
- insufficient capital to complete mill expansion, development and
  exploration plans;
- inability to maintain or acquire attractive mining properties on terms it
  considers acceptable or at all, and other risks inherent with acquisitions;
- potentially unknown liabilities associated with the acquisition of the San
  Dimas Assets (as defined in the AIF, as amended, under Corporate Structure)
  and the shares of Silver Trading (as defined in the AIF, as amended, under
  Corporate Structure);
- delays in obtaining governmental approvals, permits or financing or in the
  completion of development or construction activities;
- the Companys ability to repay its indebtedness under the Promissory Note
  and Convertible Promissory Note and the Companys limited ability to incur
  additional indebtedness;
- the possibility that the Mexican government will contest the entitlement of
  the Company to a credit against federal tax payable;
- currency fluctuations;
- limitations on insurance coverage;
- financing of additional capital requirements;
- commercial viability of mineral deposits;
- cost of exploration and development programs;
- inability to complete the proposed tunnels, access routes or other
  development, for whatever reason;
- risks associated with having adequate infrastructure, including unexpected
  interruptions in power supply from the hydroelectric project;
- mining risks, including unexpected formations and cave-ins, which delay
  operations or prevent extraction of material;
- risks associated with competition in the mining industry;
- risks associated with the ability to retain key executives and certain
  operating personnel;
- risks associated with conflicting legal obligations of directors and
  officers of the Company who are directors and/or officers of other companies;
- risks associated with foreign operations;
- adverse changes to in labour relations legislation or in the relationship
  between the Company with its employees and unions at the San Dimas Mine;

6

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- title disputes or claims;
- changes in governmental and environmental regulation that results in
  increased costs;
- cost of environmental expenditures and potential environmental liabilities;
- landowner dissatisfaction and disputes;
- failure of plant, equipment or processes to operate as anticipated;
- accidents, labour disputes and road blocks; and
- risks associated with having a significant shareholder.

Should one or more of these risks and uncertainties
materialize, or should underlying assumptions prove incorrect, actual results
may vary materially from those described in forward-looking statements.

Investors are advised to carefully review and consider the risk
factors identified in the AIF, as amended, under the heading Risk Factors for
a discussion of the factors that could cause the Companys actual results,
performance and achievements to be materially different from any anticipated
future results, performance or achievements expressed or implied by the
forward-looking statements. Readers are further cautioned that the foregoing
list of assumptions and risk factors is not exhaustive and it is recommended
that prospective investors consult the more complete discussion of the Companys
business, financial condition and prospects that is included in the AIF, as
amended, and the MD&A, as amended. Although the Company believes that the
assumptions on which the forward-looking statements are made are reasonable,
based on the information available to the Company on the date such statements
were made, no assurances can be given as to whether these assumptions will prove
to be correct. Accordingly, readers should not place undue reliance on
forward-looking information. The forward-looking information and statements
contained in this AIF, as amended, and the MD&A, as amended, are made as of
the date thereof and, accordingly, are subject to change after such date. The
Company does not undertake to update any forward-looking information, except as,
and to the extent, required by applicable securities laws, including applicable
United States federal securities laws. The forward-looking statements contained
herein are expressly qualified by this cautionary statement.

CAUTIONARY NOTE TO UNITED STATES INVESTORS CONCERNING
ESTIMATES OF MEASURED, INDICATED AND INFERRED RESOURCES

The disclosure in this Annual Report, as amended, including the
documents incorporated by reference herein, uses terms that comply with
reporting standards in Canada and certain estimates are made in accordance with
Canadian National Instrument 43-101 Standards of Disclosure for Mineral
Projects(NI 43-101). NI 43-101 is a rule developed by the Canadian
Securities Administrators that establishes standards for all public disclosure
an issuer makes of scientific and technical information concerning mineral
projects. Unless otherwise indicated, all reserve and resource estimates
contained in or incorporated by reference in this Annual Report, as amended,
have been prepared in accordance with NI 43-101. These standards differ
significantly from the requirements of the SEC, and reserve and resource
information contained herein and incorporated by reference herein may not be
comparable to similar information disclosed by U.S. companies.

This Annual Report, as amended, includes estimates of mineral
reserves (Mineral Reserves) that have been calculated in accordance
with NI 43-101, as required by Canadian securities regulatory authorities. For
United States reporting purposes, SEC Industry Guide 7 under the Exchange Act,
as interpreted by staff of the SEC, applies different standards in order to
classify mineralization as a reserve. As a result, the definitions of proven and
probable reserves used in NI 43-101 differ from the definitions in SEC Industry
Guide 7. Under SEC standards, mineralization may not be classified as a
"reserve" unless the determination has been made that the mineralization could
be economically and legally produced or extracted at the time the reserve
determination is made. Among other things, all necessary permits would be
required to be in hand or issuance imminent in order to classify mineralized material as reserves under the SEC standards.
Accordingly, mineral reserve estimates contained in this Annual Report, as
amended, may not qualify as reserves under SEC standards.

7

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In addition, this Annual Report, as amended, uses the terms
measured mineral resources, indicated mineral resources and inferred
mineral resources (together Mineral Resources) to comply with the
reporting standards in Canada. The Company advises United States investors that
while those terms are recognized and required by Canadian regulations, the SEC
does not recognize them. United States investors are cautioned not to assume
that any part or all of the mineral deposits in these categories will ever be
converted into mineral reserves. These terms have a great amount of uncertainty
as to their existence, and great uncertainty as to their economic and legal
feasibility.

Further, inferred mineral resources have a great amount of
uncertainty as to their existence and as to whether they can be mined legally or
economically. Therefore, United States investors are also cautioned not to
assume that all or any part of the inferred resources exist. In accordance
with Canadian securities laws, estimates of inferred resources cannot form the
basis of feasibility or other economic studies.

It cannot be assumed that all or any part of measured mineral
resources, indicated mineral resources, or inferred mineral resources will
ever be upgraded to a higher category. Investors are cautioned not to assume
that any part of the reported measured mineral resources, indicated mineral
resources, or inferred mineral resources in this Annual Report, as amended,
is economically or legally mineable.

NI 43-101 also permits the inclusion of disclosure regarding
the potential quantity and grade, expressed as ranges, of a target for further
exploration provided that the disclosure (i) states with equal prominence that
the potential quantity and grade is conceptual in nature, that there has been
insufficient exploration to define a mineral resource and that it is uncertain
if further exploration will result in the target being delineated as a mineral
resources, and (ii) states the basis on which the disclosed potential quantity
and grade has been determined. Disclosure regarding exploration potential has
been included in the Companys AIF, as amended, that is incorporated into this
Annual Report, as amended,. United States investors are cautioned that
disclosure of such exploration potential is conceptual in nature by definition
and there is no assurance that exploration of the mineral potential identified
will result in any category of NI 43-101 Mineral Resources being identified.

In addition, disclosure of contained ounces is permitted
disclosure under Canadian securities laws; however, the SEC only permits issuers
to report mineralization as in place tonnage and grade without reference to unit
measures.

For the above reasons, information contained in this Annual
Report, as amended, and the documents incorporated by reference herein
containing descriptions of the Companys mineral deposits may not be comparable
to similar information made public by U.S. companies subject to the reporting
and disclosure requirements under the United States federal securities laws and
the rules and regulations thereunder.

DISCLOSURE CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Disclosure controls and procedures are defined in Rule
13a-15(e) and 15d-15(e) under the Exchange Act to mean controls and other
procedures of an issuer that are designed to ensure that information required to
be disclosed by the issuer in the reports that it files or submits under the
Exchange Act is recorded, processed, summarized and reported, within the time
periods specified in the SECs rules and forms and includes. Disclosure controls
and procedures include, without limitation, controls and procedures designed to
ensure that such information is accumulated and communicated to the issuers
management, including its principal executive and principal financial officers,
or persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.

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Managements Re-Evaluation of Disclosure Controls and
Procedures

For the end of the period covered by this annual report on Form
40-F, being the fiscal year ended December 31, 2011, a re-evaluation was carried
out under the supervision of and with the participation of the Companys
management, including the Chief Executive Officer (CEO) and Chief
Financial Officer (CFO), of the effectiveness of the design and
operations of the Companys disclosure controls and procedures (as defined in
Rule Rule 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that
re-evaluation the CEO and the CFO have concluded that, as of the end of the
period covered by this Annual Report and as a result of the material weakness
identified in the Amended and Restated Management Discussion and Analysis under
Internal control over financial reporting, as restated, the Companys
disclosure controls and procedures were not effective to give reasonable
assurance that the information required to be disclosed by the Company in
reports that it files or submits to the SEC under the Exchange Act is:

- recorded, processed, summarized and reported within the time periods
  specified in the SECs rules and forms, and
- accumulated and communicated to our management, including our CEO and CFO,
  as appropriate, to allow timely decisions regarding required disclosure.

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UNDERTAKING AND CONSENT TO SERVICE OF PROCESS

Undertaking

The Company undertakes to make available, in person or by
telephone, representatives to respond to inquiries made by the Commission staff,
and to furnish promptly, when requested to do so by the Commission staff,
information relating to:

- the securities registered pursuant to Form 40-F;
- the securities in relation to which the obligation to file an annual report
  on Form 40-F arises; or
- transactions in said securities.

Consent to Service of Process

Concurrently with the filing of its Registration Statement on
Form 40-F with the SEC on August 11, 2011, the Company filed an Appointment of
Agent for Service of Process and Undertaking on Form F-X signed by the Company
and its agent for service of process with respect to the class of securities in
relation to which the obligation to file this Annual Report on Form 40-F
arises.

Any change to the name or address of the Companys agent for
service shall be communicated promptly to the Commission by amendment to Form
F-X referencing the file number of the Company.

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SIGNATURES

Pursuant to the requirements of the Exchange Act, the
Registrant certifies that it meets all of the requirements for filing on Form
40-F and has duly caused this annual report to be signed on its behalf by the
undersigned, thereto duly authorized.

|Date: November 7, 2012 | PRIMERO MINING CORP.
|---------------------- | --------------------
|                       |                     
|                       |                     
|                       |                     
|                       | By:                 
|                       |                     
|                       |                     

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EXHIBIT INDEX

|Exhibit Number | Exhibit Description                                                                                                                                                                                                                   
|-------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Principal      |                                                                                                                                                                                                                                       
|Documents      |                                                                                                                                                                                                                                       
|99.1           | Amended Annual Information Form of the Company for the
      year ended December 31, 2011 (2)                                                                                                                                         
|99.2           | Restated audited financial statements of the Company and
      the notes thereto for the fiscal year ended December 31, 2011 and 2010
  together with the report of the auditors thereon (3)                                          
|99.3           | Amended and restated Management Discussion and Analysis
  of the Company for the year ended December 31, 2011 (3)                                                                                                                     
|Certifications |                                                                                                                                                                                                                                       
|99.4           | Certification of Chief Executive Officer pursuant to Rule
      13a-14(a) of the Exchange Act (3)                                                                                                                                     
|99.5           | Certification of Chief Financial Officer pursuant to Rule
      13a-14(a) of the Exchange Act (3)                                                                                                                                     
|99.6           | Certification of Chief Executive Officer pursuant to Rule
      13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (3)                              
|99.7           | Certification of Chief Financial Officer pursuant to Rule
      13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (3)                              
|Consents       |                                                                                                                                                                                                                                       
|99.8           | Consent of Deloitte & Touche LLP dated November 7,
      2012 relating to their audit report dated November 7, 2012 on the restated
      financial statements of the Company for the years ended December 31, 2011
      and 2010 (3)
|99.9           | Consent of Gordon Watts dated April 2, 2012
      (1)                                                                                                                                                                                 
|99.10          | Consent of Velasquez Spring dated April 2, 2012
      (1)                                                                                                                                                                             
|99.11          | Consent of Herbert A. Smith dated May 23, 2012
      (2)                                                                                                                                                                              
|99.12          | Consent of J. Morton Shannon dated May 23, 2012
      (2)                                                                                                                                                                             
|99.13          | Consent of Rodney Webster dated May 23, 2012
      (2)                                                                                                                                                                                
|99.14          | Consent of Alan Riles dated May 23, 2012 (2)                                                                                                                                                                                          

(1) Previously filed as an exhibit to the Annual Report on Form
40-F of the Company for the year ended December 31, 2011 filed on April 3,
2012.

(2) Filed as an exhibit to the Amendment No. 1 to Annual Report
on Form 40-F of the Company for the year ended December 31, 2011 filed on May
24, 2012.

(3) Filed as an exhibit to this Amendment No. 2 to Annual
Report on Form 40-F of the Company for the year ended December 31, 2011.

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