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TECHNICAL REPORT

SHEINI HILLSIRON ROJECT

GHANA, AFRICA

EFFECTIVE DATE:JANUARY 18, 2012

PREPARED FOR:

CARDERO RESOURCE CORP.SUITE 2300 1177 WEST HASTINGS ST.VANCOUVER, BC, V6E 4A2

AUTHOR:EURGEOL KEITH J HENDERSON PGEO



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CERTIFICATE OF QUALIFICATIONS

I, EurGeol Keith J Henderson, PGeo. of Vancouver, Canada, do
hereby certify that

| | 1.  | I am currently employed as Executive Vice President by
      Cardero Resource Corp., 2300-1177 West Hastings Street, Vancouver, BC, V6E
      2K3.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
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| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 2.  | I graduated from Queens University Belfast, Northern
      Ireland, in 1993 with a B.Sc. in Geology and from University College
      Dublin, Ireland, in 1995 with a M.Sc. in Petroleum Geology.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 3.  | I am a Registered Professional Geologist with the
      European Federation of Geologists (EurGeol 178) and with the Institute of
      Geologists of Ireland (PGeo 041).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 4.  | Since my graduation in 1993, I have been involved in the
      mineral exploration and mineral development industries in geological,
      supervision, management, and executive roles in various organizations over
      the past 19 years. I have been employed by Cardero Resource Corp. since
      2007, where I now serve as Executive Vice President.                                                                                                                                                                                                                                                                                                                                                                        
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 5.  | I have read the definition of qualified person set out
      in National Instrument 43-101 (NI 43-101) and certify that by reason of my
      education, affiliation with professional associations (as defined in NI
      43-101), and past relevant work experience, I fulfill the requirements to
      be a qualified person for the purposes of NI 43-101. I have worked on
      iron ore projects since 2007, including the Pampa de Pongo Iron project in
      Peru and Longnose and Titac Iron Titanium projects in Minnesota, and have
      specific experience in drilling, geophysical modeling, resource modeling
      and metallurgical testing of various iron and iron-titanium types of
      mineralization.
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 6.  | I am responsible for the preparation of all sections of
      the technical report titled Technical Report, Sheini Hills Iron Project,
      Ghana dated January 18, 2012 (the Technical Report), relating to the
      Sheini Hills Iron Project.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 7.  | I have had involvement with the property that is the
      subject of the Technical Report, having been personally involved in
      directing due diligence sampling and exploration at the Project since
      mid-2011. I personally inspected the Sheini Property on November 30,
      2011.                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 8.  | As at the effective date of the Technical Report, to the
      best of my knowledge, information, and belief, the Technical Report
      contains all scientific and technical information that is required to be
      disclosed to make the Technical Report not misleading.                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 9.  | I am not independent of the issuer applying all of the
      tests in Section 1.5 of NI 43-101 as I am an employee and a
      shareholder.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | 10. | I have read NI 43-101, and the Technical Report has been
      prepared in compliance with NI 43-101.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

Dated at Vancouver, British Columbia, Canada, this
18th day of January 2012.

ORIGINALSIGNED ANDSEALED
  BY
  _________________________________EurGeol Keith Henderson,
PGeoExecutive Vice PresidentCardero Resource Corp.

CARDERO RESOURCE CORP.TECHNICAL REPORT SHEINI HILLS IRON PROJECTTOC -2


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TABLEOFCONTENTS

|1 | SUMMARY                                                                         | 1-1                                                     
|- | ------------------------------------------------------------------------------- | --------------------------------------------------------
|  | 1.1                                                                             | PROPERTY DESCRIPTION AND LOCATION                       
|  | 1.2                                                                             | ACCESSIBILITY, CLIMATE, INFRASTRUCTURE, AND PHYSIOGRAPHY
|  | 1.3                                                                             | PROJECT HISTORY                                         
|  | 1.4                                                                             | GEOLOGICAL SETTING                                      
|  | 1.5                                                                             | DEPOSIT TYPE                                            
|  | 1.6                                                                             | EXPLORATION                                             
|  | 1.7                                                                             | SAMPLE ANALYSIS & QA/QC                                 
|  | 1.8                                                                             | RECOMMENDATIONS                                         
|2 | INTRODUCTION                                                                    | 2-1                                                     
|  | 2.1                                                                             | SOURCES OF INFORMATION                                  
|  | 2.2                                                                             | PERSONAL PROPERTY INSPECTION                            
|3 | RELIANCE ON OTHER EXPERTS                                                       | 3-1                                                     
|4 | PROPERTY DESCRIPTION AND LOCATION                                               | 4-1                                                     
|  | 4.1                                                                             | PROPERTY LOCATION                                       
|  | 4.2                                                                             | PROPERTY DESCRIPTION                                    
|  | 4.3                                                                             | PROPERTY OWNERSHIP                                      
|  | 4.4                                                                             | EMMALAND-CARDERO JOINT VENTURE                          
|  | 4.5                                                                             | GOVERNMENT EXPENDITURE COMMITMENTS                      
|  | 4.6                                                                             | ENVIRONMENTAL LIABILITIES                               
|  | 4.7                                                                             | SIGNIFICANT FACTORS AND RISKS                           
|5 | ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE,
      AND PHYSIOGRAPHY | 5-1                                                     
|  | 5.1                                                                             | ACCESS                                                  
|  | 5.2                                                                             | PROXIMITY TO TOWNS AND LOCAL TRANSPORTATION             
|  | 5.3                                                                             | TOPOGRAPHY                                              
|  | 5.4                                                                             | RIVERS AND DRAINAGES                                    
|  | 5.5                                                                             | VEGETATION                                              
|  | 5.6                                                                             | CLIMATE                                                 
|  | 5.7                                                                             | POWER AND WATER                                         
|  | 5.8                                                                             | MEDICAL CARE                                            
|  | 5.9                                                                             | COMMUNICATIONS                                          
|  | 5.10                                                                            | INFRASTRUCTURE AND PORTS                                
|6 | HISTORY                                                                         | 6-1                                                     
|  | 6.1                                                                             | ANCIENT EXPLORATION                                     
|  | 6.2                                                                             | PERIOD 19001945                                        

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|TOC -3                                    

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6.3
      PERIOD 19451980
      6-26.3.1
      E. H. Jacques
      6-26.3.2
      Soviet Union Exploration
      6-26.4
      PERIOD 19802008
      6-56.5
      PERIOD 2008PRESENT
      6-76.6
      RECOVERY OF DATA
      6-96.7
      HISTORICAL RESOURCE ESTIMATES
      6-96.8
      HISTORICAL PRODUCTION
      6-117
      GEOLOGICAL SETTING AND MINERALIZATION
      7-17.1
      REGIONAL GEOLOGICAL SETTING
      7-17.2
      SHEINI PROJECT GEOLOGY
      7-47.2.1
      Footwall
      7-47.2.2
      Iron Formations
      7-47.2.3
      Hanging Wall
      7-87.3
      TYPES OF IRON FORMATION
      7-87.3.1
      Fragmental Iron Formation
      7-97.3.2
      Banded Iron Formation
      7-107.3.3
      Ferricretes
      7-118
      DEPOSIT TYPES
      8-18.1
      IRON OXIDE COPPER GOLD MODEL
      8-18.2
      BANDED IRON FORMATION MODEL
      8-19
      EXPLORATION
      9-19.1
      MAPPING AND SAMPLING OF HISTORICAL WORK
      9-19.2
      GEOLOGICAL MAPPING
      9-59.3
      TRENCH CLEANING AND SAMPLING
      9-79.4
      TRENCH SAMPLING RESULTS
      9-89.5
      TRACE ELEMENTS
      9-149.5.1
      Silica
      9-149.5.2
      Aluminum
      9-149.5.3
      Phosphorous
      9-159.5.4
      Sulfur
      9-1510
      DRILLING
      10-111
      SAMPLE PREPARATION, ANALYSES, AND SECURITY
      11-111.1
      SAMPLING PROCEDURE
      11-111.2
      SAMPLING TRANSPORT
      11-111.3
      SAMPLE ANALYSIS
      11-111.4
      QUALITY CONTROL PROCEDURE
      11-211.4.1
      Field Duplicate Performance
      11-2


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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|TOC -4                                    

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11.4.2
      Field Blank Performance
      11-211.4.3
      OMAC Laboratory Check Analysis
      11-312
      DATA VERIFICATION
      12-113
      MINERAL PROCESSING AND
        METALLURGICAL TESTING
      13-114
      MINERAL
        RESOURCE ESTIMATES
      14-115
      MINERAL RESERVE ESTIMATES
      15-116
      MINING
        METHODS
      16-117
      RECOVERY METHODS
      17-118
      PROJECT
        INFRASTRUCTURE
      18-119
      MARKET STUDIES AND CONTRACTS
      19-120
      ENVIRONMENTAL STUDIES, PERMITTING, AND SOCIAL OR COMMUNITY
        IMPACT
      20-121
      CAPITAL AND OPERATING COSTS
      21-122
      ECONOMIC
        ANALYSIS
      22-123
      ADJACENT PROPERTIES
      23-124
      OTHER RELEVANT
        DATA AND INFORMATION
      24-125
      INTERPRETATION AND CONCLUSIONS
      25-126
      RECOMMENDATIONS
      26-126.1
      RECOMMENDED EXPLORATION PROGRAM
      26-126.1.1
      Multispectral Interpretation
      26-126.1.2
      Airborne Geophysical Survey
      26-126.1.3
      Geological Mapping & Structural Review
      26-126.1.4
      Diamond Drilling
      26-226.1.5
      Analysis & Metallurgical Testing
      26-226.1.6
      Preliminary Infrastructure Study
      26-226.1.7
      Resource Estimate
      26-226.1.8
      Environmental Baseline
      26-326.2
      BUDGET
      26-327
      REFERENCES
      27-4


|APPENDIX A:
      COORDINATES OF HISTORICAL BOREHOLES     | I  
|--------------------------------------------------------- | ---
|APPENDIX B: COORDINATES OF SAMPLED
      TRENCHES         | II 
|APPENDIX C: DETAILS
      OF CHANNEL SAMPLING IN TRENCHES | III
|APPENDIX D: SAMPLE ASSAY RESULTS                          | IV 

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|TOC -5                                    

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LIST OFTABLES

Table 1.1: Iron
      Results for Major Iron Formation Lithologies
    1-5Table 4.1: Sheini Project Licence
      Corner Coordinates
    4-2Table 4.2: Joint
      Venture Payments to Emmaland Resources
    4-4Table 4.3: Government Expenditure
      Commitments
    4-5Table 9.1: Trench
      STW-01 Analytical Results (011.4 metres)
    9-9Table 9.2: Trench STW-02
      Analytical Results (011 metres)
    9-9Table 9.3: Trench
      STW-03 Analytical Results (09 metres)
    9-9Table 9.4: Trench STW-04
      Analytical Results (051 metres)
    9-9Table 9.5: Trench
      STW-04B Analytical Results (029 metres)
    9-10Table 9.6: Trench STW-05
      Analytical Results (018 metres)
    9-10Table 9.7: Trench
      STW-06 Analytical Results (025 metres)
    9-10Table 9.8: Trench STW-07
      Analytical Results (019 metres)
    9-11Table 9.9: Trench
      STW-08 Analytical Results (029.5 metres)
    9-11Table 9.10:Trench STW-09
      Analytical Results (019 metres)
    9-11Table 9.11:Trench STW-010 Analytical Results (017 metres)
    9-11Table 9.12:Trench STW-024B
      Analytical Results (023 metres)
    9-12Table 9.13:Summary Statistics from Trench Sample Analysis
    9-13Table 25.1:Iron Results for
      Major Iron Formation Lithologies
    25-1Table 26.1:Preliminary Budget
    26-3


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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|TOC -6                                    

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LIST OFFIGURES

Figure 4.1:
      Location of Sheini Hills Iron Project in Ghana
    4-1Figure 4.2:Location of Three
      Sheini Prospecting Licences in Northeast Ghana
    4-3Figure 5.1: Local
      Infrastructure Close to Sheini Project
    5-2Figure 5.2: Topography Map
    5-4Figure 6.1:
      Soviet Geology Map
    6-4Figure 6.2: Soviet Geological
      Cross Section
    6-5Figure 6.3:
      Original Non-Exclusive Licence
    6-8Figure 6.4: Map of Historical
      Excavations Located During Due Diligence Work
    6-11Figure 7.1:
      Summary Geology of West Africa
    7-1Figure 7.2: Summary Geology of
      Volta Basin and Togo Belt
    7-2Figure 7.3:
      Geological Map of the Sheini Area
    7-7Figure 9.1: Historical Trenches
      and Drillholes Located Close to Sheini
    9-2Figure 9.2:
      Detailed Geological Map of the Area West of Camp Villages
    9-6Figure 9.3: Interpreted EastWest
      Cross Section N1007100
    9-6Figure 9.4: Iron
      Grade versus SiO2
    9-15Figure 9.5: Iron Grade versus
      Al2O3
    9-16Figure 9.6: Iron
      Grade versus P2O5
    9-16Figure 11.1:Fe2O3Routine Sample versus Field Duplicate Assay (left);
      Sample Pair Average versus Relative Difference (%) (right)
    11-2Figure 11.2:Field Blank Performance
    11-3Figure 11.3:Fe2O3Original ALS Assay verus OMAC Check Assay (left);
      Sample Pair Average versus Relative Difference (%) (right)
    11-4


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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|TOC -7                                    

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LIST OFPLATES

Plate 5.1: Paved
      TamaleYendi road traverses flat topography
    5-7Plate 5.2: Unpaved ZabzuguSheini
      road (Dec 2010)
    5-7Plate 5.3:
      Improved ZabzuguSheini road (March 2011)
    5-7Plate 5.4: Main street in Zabzugu
      Village
    5-7Plate 5.5: Ridge
      formed by iron mineralization, south of Kandin Village
    5-7Plate 5.6: Oti River draining
      south to Lake Volta
    5.7Plate 6.1: Piece
      of iron slag discovered east of the Kandin Village
    6-6Plate 6.2: Soviet trench when it
      was discovered in December 2010
    6-6Plate 6.3: Casing
      of an old Soviet exploration drillhole
    6-6Plate 6.4: Old concrete drilling
      sump
    6-6Plate 6.5: 13
      April 1965 written at the wall of old drilling water sump
    6-6Plate 7.1:Outcrop of ferruginous
      sandstone of the Oti Group
    7-6Plate 7.2:
      Boulder and outcrop of white quartzite
    7-6Plate 7.3: 13-kilometre-long Iron
      Formation ridge in Sheini South
    7-6Plate 7.4: Fresh
      outcrop of Fragmental
    7-12Plate 7.5:Outcrop of finely
      laminated BIF
    7-12Plate 7.6: Hills
      and ridges of iron mineralization west of the Sangba Village
    7-12Plate 7.7: Ferruginous
      conglomerate discovered in the western limb of the syncline
    7-12Plate 7.8: Large
      blocks of BIF northwest of Camp Villages
    7-12Plate 7.9: Outcrop of thick
      BIF
    7-12Plate 7.10:Slightly folded BIF containing irregular and discontinuous sandstone
      layers
    7-13Plate 7.11:Deformed and
      disturbed sandstone layer within the BIF
    7-13Plate 7.12:Lens
      of red jasper within the BIF
    7-13Plate 9.1: Historical drill hole
      casing
    9-4Plate 9.2: Old
      drill bit from historical work
    9-4Plate 9.3: Historical drill
      core
    9-4Plate 9.4:
      Channel sampling of near-surface Iron Formation in re-opened historical
      trench
    9-4


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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|TOC -8                                    

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1       SUMMARY

This Technical Report was prepared for Cardero Resource Corp.
(Cardero; TSE-CDU), a mineral exploration and development company with corporate
offices in Vancouver, British Columbia, Canada. This Technical Report provides a
summary of the Sheini Hills Iron Project (Project), located in Ghana, Africa,
including the due diligence work completed to date and recommendations for
future exploration activities. This Technical Report has been prepared in
accordance with National Instrument (NI) 43-101 and Form 43-101F1.

|1.1 | PROPERTYDESCRIPTION ANDLOCATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | The Project is located in the Zabzugu-Tatale District in
      the Northern Region of the Republic of Ghana. The Project area (Project
      Area) consists of three contiguous prospecting licences (Prospecting
      Licenses) covering a cumulative licence area of 397.5 square kilometres.
      The Government of the Republic of Ghana acting by the Ministry of Lands
      and Natural Resources has issued a licence document dated December 8, 2011
      for each of the three Prospecting Licences (Sheini North, Sheini and
      Sheini South).                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | The Prospecting Licences were issued to Emmaland
      Resources Limited (Emmaland), a local Ghanaian company. Cardero Ghana
      Ltd. (Cardero Ghana), an indirect wholly owned Ghanaian subsidiary of
      Cardero, has entered into three separate joint ventures (one for each
      Prospecting License) with Emmaland. The object of each joint venture is to
      explore and, if warranted, develop the lands subject to the relevant
      Prospecting Licence. The effective date for each of the joint venture
      agreements is December 12, 2011.                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | Under the three joint ventures, Cardero Ghana will have
      the right to earn a 100% working interest in each Prospecting Licence,
      subject to (a) a 10% NPI (net profit interest) in favour of Emmaland and
      (b) a 10% fully carried interest, in favour of the Government of Ghana, in
      the portions of the licence areas that become the subject of one or more
      mining licences subsequently issued to Emmaland. Cardero Ghana will have
      the right to purchase the 10% NPI held by Emmaland in a joint venture at
      any time for an amount representing the net present value thereof, as
      calculated by an independent engineering firm, or such other amount as is
      acceptable to Emmaland. There are no other royalties or back-in rights to
      which the Project is subject.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | In order to earn its interest, Cardero Ghana is required
      to fund all expenditures under each of the particular joint ventures and
      make cash payments to Emmaland totalling USD 16,600,000. To date, USD
      6,450,000 million has been paid in scheduled payments and
  advances.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | Each Prospecting License outlines a required work program
      and an expenditure commitment based on this work program. The expenditure
      commitments relate to the initial two-year licence period, ending December
      8, 2013, and total USD 9,180,966 for all three Prospecting
  Licenses.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|1-1                                       

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|1.2 | ACCESSIBILITY, CLIMATE,
      INFRASTRUCTURE,ANDPHYSIOGRAPHY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | The Project is situated in the eastern part of Ghanas
      Northern Region, close to the border with Togo and approximately 400
      kilometres north of Ghanas capital city, Accra. Tamale, Ghanas second
      largest city is the regional capital and an administrative centre, as well
      as the regional transportation hub. Sheini Village lies approximately at
      the centre of the concession, 20 kilometres southeast of
Zabzugu.                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | Transportation between the main centres of population in
      the region is mostly by road, although there are reasonable air
      connections between the regional centres. Tamale is the main population
      centre in the region with approximately 360,000 people. Sheini Village has
      a population of between 400 and 500. There are a number of smaller
      communities south of Sheini with populations of between 100 and 200
      people.                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | The closest railway line in Ghana to the Sheini area is
      the AccraKumasi rail line located approximately 350 kilometres south. The
      Ghana government has long-term plans to extend the existing railway line
      to Tamale and Yendi. A rail line exists closer to the Sheini area at Blita
      in Togo, located approximately 100 kilometres southeast of the Sheini
      Village. This railway line extends south to the port at Lomé, Togos
      capital, and is used primarily for the transport of limestone and
      phosphates.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | In Ghana, the Tema sea port, the largest in the country,
      is located approximately 390 kilometres south-southwest of the Sheini area
      and approximately 30 kilometres east of Accra.                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | A major power line follows the
      TamaleYendiZabzuguTatale road, which brings power to the towns and
      villages along this route. Zabzugu, the closest town with electrical
      power, is located 20 kilometres northwest of the Sheini area.                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | The Oti River represents the major water source and is
      located 20 kilometres west of the Sheini area. The river rises in Burkina
      Faso and forms part of the international boundaries between Benin and
      Burkina Faso and between Togo and Ghana.                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | The Northern Region of Ghana is located in the savannah
      belt with a typical hot, sub-Saharan climate. There are two major
      seasonsdry and wet. Climatic conditions are not expected to adversely
      impact exploration activities in the area.                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | The physical geography of Ghanas Northern Region
      reflects the geological setting of the area. The landscape surrounding
      Tamale is generally flat due to the soft sedimentary rocks of the Volta
      Basin. The landscape becomes more undulating east of Tamale and of the Oti
      River, suggesting the presence of more resistive rock
formations.                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | The Oti River produces a broad valley with elevations of
      8090 metres above sea level in the vicinity of the Sheini area. Toward
      the Togo border, ridges standing several hundred metres above the
      surrounding savannah are elongated in a northsouth
  direction.                                                                                                                                                                                                                                                                    

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|1-2                                       

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|1.3 | PROJECTHISTORY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    | The first detailed exploration work that focused on the iron occurrences around Sheini Village was by E. H. Jacques in the 1950s. His report (1958) summarizing the exploration work was re-printed by Ghana's Geological Survey
Department (“GGSD”) in 2003 (Archive Report No. 85).                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    | According to this report, Jacques and his team carried out geological mapping, technical work, trenching (10 trenches), and diamond core drilling (nine boreholes) along the ridges with iron mineralization from Kandin in the north
to the Kubalem area in the south, comprising approximately 35 kilometres of strike length. Jacques describes eight groups of iron-mineralized bodies from this large area.                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    | All of the samples taken during this phase of exploration were assayed for iron and silica only. A small number of samples were also assayed for phosphorous. The results, presented in Jacques' report as tables, show iron
grades in the range of 30%- 50% iron, with silica content of usually more than 15% SiO2. The content of phosphorous is usually below 0.2% P2O5.                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    | In the early 1960s, geoscientists from the Soviet Union were invited to Ghana to assist with geological mapping, with prospecting, and with performing numerous specific studies in northern Ghana. The iron occurrences around Sheini
Village were studied as part of one of the projects managed by the Soviets. The work included detailed geological mapping, trenching, and drilling. The results were summarized in several reports and some of them have been re-printed by the GGSD. The
reports indicate that the exploration was focused mainly on the area northwest, west, and southwest of Sheini Village.                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    | No significant exploration work was done in the Sheini area after the Soviet geologists left Ghana. According to the GGSD, small-scale exploration work has been done by St. Jude Resources Ltd. (Vancouver, BC) in the Sheini North
area during 2004- 2006. The exploration was testing the concept that the iron occurrences may be of epigenetic origin, similar to Olympic Dam- type Iron Oxide Copper Gold (IOCG) deposits. The St. Jude Resources exploration concession
expired in 2006.                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    | In 2008, the Minerals Commission of Ghana granted non-exclusive exploration permits to twelve companies. The size of the non-exclusive exploration permit granted was 178.81 square kilometres, coincident with Emmaland's
current Sheini Prospecting Licence and part of the Sheini North Prospecting License. The Minerals Commission of Ghana ran a competitive bidding process, with the Prospecting Licences being awarded to the company submitting the winning bid. A report
was submitted by each company, including due diligence sampling results (where such work had been done), together with recommendations for multi-phase exploration and ultimate exploitation of the iron mineralization in the Sheini area.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    | The results of the work together with recommendations for a further exploration program were summarized in the report submitted to the Minerals Commission of Ghana. In December 2011, the Minerals Commission of Ghana granted three
Prospecting Licenses to Emmaland covering the Project Area.                                                                                                                                                                                                                                                                                                                                                                                                                              

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|1-3                                       

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|1.4 | GEOLOGICALSETTING                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | At the regional scale, the Project is located within the eastern part of the West African Craton called the Eastern Pan African Domain. The Project Area is located in the Togo Belt, starting in southeast Niger and running
south-southwest to southeastern Ghana, comprising supracrustal sediments and volcanics of probable late Precambrian to early Phanerozoic age. The Togo Belt consists of Buem Formation and Togo Formation. The rocks of the Buem Formation are dominated
by east- to southeast-dipping clastic sediments, mainly sandstones, siltstones, shales, and mudstones. Massive chert (silexites), limestones, and dolomites are known from Togo.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The Iron Formation is located mainly within the Ghanaian part of the Buem Formation, but some of the bodies also cross the border into Togo. The iron mineralization is associated with tillites situated near the base of the Buem
Formation.                                                                                                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The Iron Formation forms a folded sedimentary unit several hundred metres thick and outcropping along wide ridges (or sets of parallel ridges) running for more than 35 kilometres in a north- south direction. They are composed
of a number of horizons varying in lithology, grain size, and mineral composition. The individual horizons of the Iron Formation have a thickness between 20 and more than 100 metres and are inter-bedded with sandstones, siltstones, and probably
quartzites. The iron bearing horizons dip 10°- 45°, mainly to the east-southeast (in the Sheini south and Kubalem area) and also to the west in the area west of Sheini Village.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|1.5 | DEPOSITTYPE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The observed geological, mineralogical, and geochemical features indicate that the Sheini mineralization fits a Banded Iron Formation (“BIF”) model. The wide scale presence of hematite and rarity of magnetite may
indicate Hematite-rich Banded Iron Formation (“H-BIF”). More likely however, the low amount of magnetite at surface is probably due to surface alteration (oxidation) of magnetite to hematite (martite).                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The relationship between hematite and magnetite will be clarified by the planned drilling. Based on similarities to other West African BIFs, the upper, oxidized layer is likely to be 70- 120 metres in thickness. The oxidized
layer is likely to be underlain by a magnetite-facies, primary BIF.                                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|1.6 | EXPLORATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The initial exploration work in the Sheini area, completed by Emmaland with input from Cardero, was carried out during late 2010 and throughout 2011. The initial phase of work, from late 2010 to mid-2011, was focused on obtaining
sufficient data to meet the requirements of the Minerals Commission of Ghana and to successfully win the tender to obtain prospecting licenses over the Sheini area. The second phase of exploration, subsequent to the issue of the three Prospecting
Licences to Emmaland in late 2011, has consisted of reconnaissance mapping over new areas to the north and south of the original, non-exclusive exploration licence.      

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|1-4                                       

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According to the available historical
reports, there was extensive exploration carried out in the Sheini area between
1945 and 1980. No maps or tables showing the exact location of the historical
workings (trenches and boreholes) remain. For this reason, prospecting was
focused on locating these old workings to obtain an overview of the scale of the
historical exploration work.

A total of 35 historical trenches,
mainly trending east-west with total length of around 2,076 metres, have been
located to date. The trenches are situated primarily along the ridges and steep
slopes exposing the iron mineralization where access for drilling was difficult.
Most of the trenches are oriented in an eastwest direction, which is
perpendicular to the trend of the iron mineralization.

In addition to the trenches, 18
historical boreholes have been located during prospecting. According to the
historical reports, 23 boreholes were drilled between the 1950s and 1970s. It is
not clear which of the located collars were drilled by Jacques team in the
1950s or by the Soviet team in the 1960s. As with the historical trenches, there
appears to be very limited data remaining in the archives of the GGSD related to
the drilling program.

In total, 29 trenches with an
approximate length of 1,552 metres have been cleaned and prepared for sampling
to date. One-meter-channel sampling was used to collect samples from the cleaned
historical trenches. In total, 656 metres of channel sampling were carried out
in 29 cleaned trenches with approximate total trench length of 1,552 metres.
These 656 metres of channel sampling represent 659 channel samples. A total of
307 samples were prepared and assayed by ALS laboratory in Kumasi. The rest of
the samples (449) are stored securely ready for transport in the future.

The results of the 269 trench samples
(excluding blanks and duplicates) adequately confirm the findings presented by
historical explorers. The results also confirm the field geological and
mineralogical observations that BIF, due to its composition, grain size, and
texture, is typically higher grade than Fragmental Iron Formation (Fragmental)
(BIF and Fragmental are collectively referred to as the Iron Formations).

TABLE1.1:Iron Results for Major
Iron Formation Lithologies

Lithology
      Fetotal.(%)Min.
      Max.
      Median
      MeanBandedIronFormation(n=105)
      30.98
      60.08
      48.05
      47.50FragmentalIronFormation(n=155)
      29.03
      55.04
      38.33
      38.84Fragmental Iron Formation (weathered) (n=9)
      16.51
      25.46
      20.07
      20.55


|1.7 | SAMPLEANALYSIS&
      QA/QC                                                                                                                                                                                                                                                                                                                                                                                                                   
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    | The primary laboratory used for preparation and analysis
      of samples was the ALS laboratory at Kumasi, Ghana. Dr. Karel Maly of
      Aurum Exploration Services, Ireland (who was retained by Emmaland),
      visited the laboratory in 2011 to ensure that all aspects of sample
      preparation and analysis were satisfactory. The ALS is a global network
  of laboratories that operates to the highest international standards.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|1-5                                       

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| |  | 

|    | At the laboratory, the samples were crushed, pulverized,
      and assayed. Lithogeochemical analysis using the Lithium Borate Fusion and
      ICP-AES was used by ALS (code ME-ICP06) to determine the major elements
      oxides (SiO2, Al2O3,
      Fe2O3, CaO, MgO, Na2O, K2O,
      Cr2O3, TiO2, MnO,
      P2O5, SrO, BaO, and LOI).                                                                                                                                                                                                                                                                                                                                                                                          
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | No Certified Reference Material (CRM) was acquired and no
      CRMs were inserted into the batches of samples sent to ALS for preparation
      and analysis. The QA/QC procedure required the insertion of field
      duplicated material (inserted every 11thsample) and field
      blank material (inserted every 35th sample). The field blank
      material consisted of white barren quartzite collected from quartzite
    outcrops northwest of Sheini Village (coordinates 223156E 1015989N).                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Prepared pulps for 10% of the assayed samples (29
      samples) were sent to OMAC Laboratories in Ireland (OMAC) for analysis
      and comparison with the ALS laboratory in Ghana. At OMAC, the same
      analytical method as used by ALS (lithogeochemical analysis using the
      Lithium Borate Fusion and ICP-AES (code BF/ES)) was chosen to obtain
      comparable results. Results indicate good correlation of the iron data
      between the ALS (original) and OMAC (check) laboratories for the samples,
      with a slight high bias (~2%) in the OMAC results. Five check samples,
      however, exhibit more than 10% relative difference, and all have lower
      Fe2O3results in the check assays (OMAC).
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | These samples are currently being re-run by OMAC in order
      to discern whether this may have been an intra-batch analytical error at
      the laboratory. This issue notwithstanding, the overall quality of the
      analytical data is considered to be good.                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|1.8 | RECOMMENDATIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Cardero Ghana, as operator of the Sheini Hills Joint
      Venture, has exploration expenditure commitments of $9.18 million to be
      incurred by December 8, 2013. This minimum expenditure commitment is a sum
      of three separate $3.6 million commitments, relating to each of the three
      Prospecting Licences.                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | A $19.3 million exploration program, which excludes joint
      venture payments, is recommended for the upcoming period ending December
      8, 2013. A preliminary budget of $5.79 million is recommended to move the
  project through Phase I drilling and metallurgical testing in 2012.                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Cardero Ghana has already signed contracts with
      independent and reputable consultants to:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

| |  | Process and interpret satellite imagery covering the
      Project Area. The results of this work are expected in Q1 2012. Their
      interpretation will help identify surface alteration of rocks associated
      with the oxidation and upgrade of primary BIF. Additionally, the study
      will provide a preliminary structural understanding of the Project Area.                                   
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |   |                                                                                                                                                                                                                                                                                                                                                                                                               
| |  | Perform an airborne geophysical survey in Q1 2012. The
      interpreted data, expected to be available in Q2 2012, will help define
      the extent of BIF and Fragmental at surface and under cover (along strike
      to the north and south). This survey will also assist in outlining and
    interpreting the geological setting of the belt by
  highlighting resistivity and compositional changes.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|1-6                                       

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| |  | 
| |  | 

| |  | Carry out a diamond drill program over the Project Area
      to identify DSO (direct shipping ore) and to reveal more about the
      geological setting of the Project Area and about the relationship between
      iron grade, oxidation state, and depth.
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Future exploration should include

| |  | Additional geological mapping to provide geological
      context to the iron-dominant ridges.                                                    
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------
| |   |                                                                                                                                                   
| |  | Conducting a detailed infrastructure and transport study
      to help with future project planning.                                              
| |   |                                                                                                                                                   
| |  | Monitoring of early-stage exploration planning and
      procedures, ultimately producing a 43-101 resource estimate for the Sheini
      Project.
| |   |                                                                                                                                                   
| |  | Initiating an environmental baseline study across the
      entire area of the Prospecting Licences.                                              

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|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|1-7                                       

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2      
INTRODUCTION

This report has been prepared by Cardero Resource Corp. in
accordance with the current requirements of National Instrument 43-101 and Form
43-101F1.

The purpose of this report is to summarize the Sheini Hills
Iron Project, to describe the exploration work completed to date, and to provide
recommendations for future work.

|2.1 | SOURCES OFINFORMATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The data summarized in the report have been provided by
      Cardero and by Aurum Exploration Services, Ireland, independent geological
      consultants who were retained by Emmaland in connection with the initial
      exploration work during the term of the non-exclusive exploration permit.
      The initial exploration program at Sheini was conducted by Aurum and
      supervised by the author on behalf of Emmaland. In addition, historical
      data have been provided by government agencies in Ghana and have been
      reviewed where applicable.                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|2.2 | PERSONALPROPERTYINSPECTION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The author visited the Sheini Project on November 30,
      2011, to inspect the trenches excavated for due diligence sampling
      purposes and to review sampling procedures. He was satisfied that the
      procedures and protocols followed during this extensive program were
      professionally performed and adhered to current international standards
      for geochemical sampling. The author walked through and inspected
      approximately 50% of the sampled trenches, observing iron mineralization
      and structural geometry of the BIF and Fragmental. The occurrence of Iron
      Formations was found to be extensive and consistent with the geological
      mapping and trenching completed on the Project Area.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The author has exercised reasonable skill, care, and
      diligence to assess the information acquired during the preparation of
      this report.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

|                                          
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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|2-1                                       

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3       RELIANCE
ON OTHER EXPERTS

Not applicable.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|3-1                                       

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4       
 PROPERTY DESCRIPTION AND LOCATION

|4.1 | PROPERTYLOCATION                                                                                                                                                                                                                                                                                                           
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                            
|    | The Project is located in the Zabzugu-Tatale District in
      the Northern Region of the Republic of Ghana (Figure 4.1). Cardero Ghana
      has negotiated joint ventures with Emmaland, pursuant to which Cardero
      Ghana can acquire a 100% joint venture interest in each of the three
      Prospecting Licences.



FIGURE4.1 :Location of Sheini
Hills Iron Project in Ghana

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|4-1                                       

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|4.2 | PROPERTYDESCRIPTION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | The Project Area consists of three contiguous Prospecting
      Licences (Figure 4.2). The licence coordinates are defined by degrees,
      minutes, and seconds using the Ghana national grid. The Government of the
      Republic of Ghana acting by the Ministry of Lands and Natural Resources
      has issued a licence document for each of the three Prospecting Licences.
      The Prospecting Licences define a cumulative licence area of 397.5 square
      kilometres and the corner coordinates of each licence are outlined in
      Table 4.1.

TABLE4.1:Sheini Project Licence
Corner Coordinates

LicenceName
    Latitude
      LongitudeSheini North
    9°2000
    0°25009°2000
    0°32309°1130
    0°31159°1130
    0°2500Sheini
    9°1130
    0°25009°1130
    0°31159°0000
    0°28009°0000
    0°2500Sheini South
    9°0000
    0°25009°0000
    0°28008°5000
    0°29309°5000
    0°2500


The Prospecting Licences cover an area
of approximately 50 kilometres north to south. The licence dimensions east to
west are variable due to the irregular shape of the eastern licence boundary,
which is defined by the Ghana-Togo national border.

Each of the three Prospecting Licences
was issued on December 8, 2011 to Emmaland, and is issued for an initial period
of two years. Each licence may be extended for an additional year without any
reduction in area, provided that the requirements of the licence (including the
required expenditure commitments outlined in Section 4.5) have been complied
with and that the additional time is required for the holder of the licence to
make an informed decision concerning the renewal of the licence.

Each licence may thereafter be renewed
for a further period of up to three years (as determined by the Minister of
Lands and Natural Resources upon recommendation by the Ghana Minerals
Commission), provided that 50% of the area subject to the licence must be
surrendered upon such renewal.

Emmaland may, at any time prior to the
expiration of a licence, apply for up to three mining licences over some or all
of the area subject to each licence. Mining licences are issued for a maximum of 30 years (subject to
extension for an additional period of up to 30 years) and are limited in size to
approximately 63 square kilometres.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|4-2                                       

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FIGURE4.2:Location of Three
Sheini Prospecting Licences in Northeast Ghana

|4.3 | PROPERTYOWNERSHIP                                                      
|--- | -----------------------------------------------------------------------
|    |                                                                        
|    | The Prospecting Licences were issued to and are held by
      Emmaland.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|4-3                                       

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|4.4 | EMMALAND-CARDEROGHANAJOINTVENTURE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | Cardero Ghana has entered into three separate joint
      ventures with Emmaland (one for each Prospecting Licence) to explore and,
      if warranted, develop the lands subject to the Prospecting Licences. The
      effective date for each of the joint venture agreements is December 12,
      2011.
      Under each of the three joint ventures, Cardero Ghana will have the
        right to earn a 100% joint venture interest in each Prospecting Licence,
        subject to (a) a 10% NPI (net profit interest) in favour of Emmaland and
        (b) a 10% fully carried interest, in favour of the Government of Ghana, in
        the portions of the licence areas that become the subject of one or more
        mining licences subsequently issued to Emmaland. Cardero Ghana will have
        the right to purchase the 10% NPI held by Emmaland in a joint venture at
        any time for an amount representing the net present value thereof, as
        calculated by an independent engineering firm, or such other amount as is
        acceptable to Emmaland. There are no other royalties or back-in rights to
    which the Project is subject.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | In order to earn its interest, Cardero Ghana will fund
      all expenditures under each of the joint ventures and make the following
      cash payments to Emmaland (Table 4.2) totaling USD 16,600,000. To date,
      USD 6,450,000 has been paid in scheduled payments and
  advances.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

TABLE4.2:Joint Venture Payments
to Emmaland Resources

Sheini North
    Sheini
      Sheini SouthInitialPayment
    $300,000
    $300,000OnSigningJV
    $1,000,000
    $1,000,000
    $3,000,0006Months
    $1,000,000
    $1,000,0001YearAnniversary
    $500,000
    $500,000
    $1,000,0002YearAnniversary
    $1,000,000
    $1,000,000
    $1,000,0003YearAnniversary
    $1,000,000
    $1,000,0004YearAnniversary
    $500,000
    $500,0005YearAnniversary
    $500,000
    $500,000$5,800,000
    $5,800,000
      $5,000,000


|4.5 | GOVERNMENTEXPENDITURECOMMITMENTS                                                                                                                                                                                                                                                                                        
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                         
|    | Each Prospecting License outlines a required work program
      and an expenditure commitment based on this work program. The expenditure
      commitments (Table 4.3) relate to the initial two- year licence period,
      ending December 8, 2013, and total USD 9,180,966 for all three Prospecting
      Licenses.

|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|4-4                                       

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| |  | 
| |  | 

TABLE4.3:Government Expenditure
Commitments

Expenditure CommitmentSheini North
    $3,060,322Sheini
    $3,060,322Sheini South
    $3,060,322$9,180,966


|4.6 | ENVIRONMENTALLIABILITIES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | The Project Area has been subject to historical
      exploration, comprising trenching and diamond drilling, as well as to due
      diligence sampling by Emmaland and Cardero Ghana. No modern mining
      activities have been recorded in the area. The Project is a grassroots,
      early-stage exploration project with no known environmental
      liabilities.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | Following the initiation of exploration activities in Q1
      2012, Cardero Ghana intends to initiate environmental baseline studies
      throughout the Project Area.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|4.7 | SIGNIFICANTFACTORS ANDRISKS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | The author is not aware of any significant risk factors.
      Ghana is a modern developing country with strong economic ties in West
      Africa and with Europe and North America. It is West Africa's largest gold
      producer and a top-ten gold producer globally. It is also the worlds
      second largest cocoa producer and is emerging as an oil-producing nation
      through newly discovered offshore fields. Ghana is a politically stable
      country, operating under a parliamentary system with a well- established
      mining law; as such, Ghana is considered to be a stable country without
      significant political risk.                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | Ghana also honours a historic chief system with a complex
      hierarchy branching downward from an Ashanti King, through four
      paramount regional Chiefs and then down to district and village Chiefs.
      Cardero Ghana has initiated and maintained strong relationships with all
      levels of this system, including the regional and local Chiefs in and
      around the Project Area.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | Cardero Ghana is committed to building and maintaining
        strong relationships with local communities. Due diligence activities
        undertaken by Emmaland and Cardero Ghana were staffed by local people
        under the supervision of qualified personnel. Fifteen local people were
        initially hired to clean historical trenches and help with sampling of
        the trenches. Cardero Ghana also rented a local grader and operator to
        facilitate the improvement of roads to and from the Sheini area villages.
        This work was completed following conversations with the Chief of Kanden
        Village, who explained the difficulties experienced due to the poor state
        of local roads. The initial road repair work cemented good local relations
        and has since been extended to additional road repair and repair of bridges,
        thereby continuing to provide jobs for local people.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|4-5                                       

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5      
ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE, AND PHYSIOGRAPHY

|5.1 | ACCESS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Access to Ghana is via the international airport in
      Accra, the capital city. The Project Area is situated in the eastern part
      of Ghanas Northern Region, close to the border with Togo, approximately
      400 kilometres north of Accra. Tamale, Ghanas second largest city, is the
      regional capital and administrative centre, as well as the regional
      transportation hub. Tamale is connected to surrounding population centres
      via good quality paved roads and is serviced by a regional airport with
      several flights a day to Accra.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | The Project Area is located approximately 170 kilometres
      east of Tamale and the access road is paved (Plate 5.1) as far as Yendi.
      East of Yendi, there are only seasonal dirt roads.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Sheini Village lies approximately at the centre of the
      Project Area (Figure 5.1), 20 kilometres southeast of Zabzugu. The
      ZabzuguSheini road is a dirt road that was upgraded by Emmaland in
      February 2011. Emmaland used a bulldozer and grader to widen and level the
      road (Plates 5.2 and 5.3). These improvements reduced the journey time
      between Zabzugu and the working areas. The road improvement was originally
      done at the request of the local population. The road remains in good
      conditions with the exception of one river crossing, which requires some
      bridge repairs. There is an alternative access road from Zabzugu to
      Sheini: A dirt road heads south from Zabzugu to Molina Village and then
      east to Sangba Village before turning northeast to Sheini. This route is
      considerably longer (50 kilometres), but the road is in good condition and
      represents an alternative access route to the area if the main
      ZabzuguSheini road becomes impassable during the rainy season.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|5.2 | PROXIMITY TOTOWNS ANDLOCALTRANSPORTATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Transportation between the main centres of population in
      the region is mostly by road, although there are reasonable air
      connections between the regional centres. Tamale is the main population
      centre in the region with approximately 360,000 people. Tamale is also the
      seat of local government for the Northern Region. The town of Yendi,
      approximately 90 kilometres east of Tamale, has a population of
      approximately 40,000 people. Yendi is the historical centre of the Dagbon
      Kingdom. Closer to Sheini, the town of Zabzugu (Plate 5.4) is the
      administrative centre for the Zabzugu-Tatale district in which the Project
      is located. The estimated population of the Zabzugu-Tatale district is
      80,000 people.                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | Sheini Village, 20 kilometres southeast of Zabzugu, has a
      population of 400500 people. There are a number of smaller communities
      south of Sheini with populations between 100 and 200 people. Just
      southwest of Sheini is Camp Villages, comprising the villages Camp 1 and
      Camp 2 (Figure 5.1).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|5-1                                       

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FIGURE5.1:Local Infrastructure
Close to Sheini Project

|5.3 | TOPOGRAPHY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | The terrain of Ghanas Northern Region reflects the
      geological setting of the area. The landscape around the city of Tamale is
      generally flat reflecting the soft sedimentary rocks of the Volta Basin
      that outcrop in the area (Plate 5.1). To the east of Tamale and east of
      the Oti River, which is a major tributary into Lake Volta, the landscape
      starts to become more undulating. Small hills occur in this area with elevations rising to about 150
      metres above sea level, indicating the presence of more resistive rock
      formations. The Oti River forms a broad valley with elevations of 8090
metres above sea level in the vicinity of the Sheini area.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|5-2                                       

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|    | The undulated landscape continues from Zabzugu eastward
      toward the Togo border where ridges are elongated in a north-south
      direction, standing several hundred metres above the slightly undulating
      surrounding savannah. The ridges north of the ZabzuguSheini road are
      formed mainly by quartzites.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | The majority of the ridges trending for approximately 30
      kilometres south from the Zabzugu Sheini road are formed principally by
      thick sequences of the Iron Formation (Figure 5.2). The ridges rise from
      approximately 150 metres above sea level to more than 400 metres above sea
      level, with peaks as high as 490 metres above sea level (Plate 5.6). The
      ridges formed by the Iron Formation also have various morphologies, with
      the BIF forming sharp narrow ridges with the development of scree slopes
      at the foot of these ridges. The less resistant Fragmental forms wide,
      smooth ridges and plateaus with limited outcrops of hard bedrock. There
      are large flatter areas around the Iron Formationdominated ridges covered
      by thick ferricrete.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|5.4 | RIVERS ANDDRAINAGES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | All of the streams and rivers in the Project Area
      draining westward from the ridges at the Ghana- Togo border are
      tributaries of the Oti River (Plate 5.6), which in turn flows southward
      into Lake Volta. The small streams and rivers in the Sheini area are
      seasonal and are dry from the end of January until the end of May. The Oti
      River flows throughout the year.                                                                                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | The local population obtains water from wells during the
      dry season. Almost every village in the Sheini area has at least one water
      borehole. These water wells are usually 3050 metres deep with a hand pump
      installed at the surface. There are several historical exploration
      boreholes in the Sheini area where artesian water flows throughout the
      year.                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|5.5 | VEGETATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | The vegetation in the flat areas surrounding the ridges
      has many features of typical African semi- open savannah woodland, with
      baobab, mango, and acacia trees and a variety of bushes. The most typical
      feature for these flat areas is dense, tall grass growing up to 3 metres
      high. The streams and rivers are typically surrounded by trees, while
      around the villages the ground is often cultivated with fields planted
      with a variety of crops. The major crops are yam, cassava, Guinea corn,
      millet, maize, hot peppers, tomatoes, and ground nuts.                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | The vegetation on the ridges consists of overgrown
      scrubland with small trees, bushes, and tall grass. The vegetation on the
      ridges and any distance from running water dries quickly after the wet
    season. Local people start burning the dry bush and grass in December.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|5-3                                       

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FIGURE5.2:Topography Map

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|5-4                                       

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|5.6 | CLIMATE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | The Northern Region of Ghana is located in the savannah belt with a typical hot sub-Saharan climate. There are two major seasons—dry and wet.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | The dry season is locally called Harmattan after a dry Sahara wind that blows from the northeast from the end of November to March and brings fine dust, often decreasing the visibility during the day. The wind affects the climate
mainly in northern Ghana where it decreases the air humidity and creates hot days and cool nights. The days during the dry season are usually cloud- free. Mornings are chilly and sometimes humid with fog. The temperature at night is
15°C- 20°C but rises rapidly by midday to highs of 40°C. The lowest temperatures at night in the Sheini area are in January. The hottest days occur during March and April. The first thunderstorms, followed by short but intense rain,
commence in the second half of March.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | The rainy season extends from the end of March to late October or early November. The temperatures vary between 25°C and 30°C, with daily highs frequently in excess of 30°C. The highest rainfall is between July and
August when the average rainfall is about 1,000 mm-  1,300 mm.                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | Climatic conditions are not expected to adversely impact exploration activities in the Project Area.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|5.7 | POWER ANDWATER                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | The total generating capacity of Ghana in 1994 was about 1,187 megawatts, and annual production totalled approximately 4,490 million kilowatts. The main source of supply is the Volta River Authority (“VRA”) with six
127-megawatt turbines. The VRA's power plant at Akosombo Dam provides the bulk of all electricity consumed in Ghana, some 60% of which is purchased by Valco (Volta Aluminum Company) for its smelter. The power plant also meets most of the
energy needs of Togo and Benin. The balance of Ghana's electricity is produced by diesel units owned by the Electricity Company of Ghana, by mining companies, and by a 160-megawatt hydroelectric plant at Kpong, about 40 kilometres downstream
from Akosombo.                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | Lake Volta is located about 150 kilometres southwest of the Sheini area where the Oti River, located just 20 kilometres west of the Sheini area, is one of the main tributaries to the lake. The lake is formed by the Akosombo Dam,
which was completed in 1965. At 8,502 square kilometres, Lake Volta is the largest man-made lake (by surface area) in the world.                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | A major power line follows the Tamale- Yendi- Zabzugu- Tatale road (Figure 5.1), bringing power to the towns and villages along this route. Zabzugu is the closest town with electrical power and is located 20
kilometres northwest of the Project area. During the recent field work and prospecting in the southern part of the Project Area, a power line was also noted going to Nakpali, which is located approximately 25 kilometres southwest of the Project
Area.                                                                                                                                                                                                                                                                                   

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|5-5                                       

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|     | Flowing 20 kilometres west of the Project Area, the Oti
      River represents the major water source. The river rises in Burkina Faso
      and forms part of the international boundaries between Benin and Burkina
      Faso and between Togo and Ghana. The width of the Oti River varies,
      ranging from approximately 75 metres west of Zabzugu (20 kilometres
      northwest of the Project Area) to approximately 200 metres 25 kilometres
      south of the Project Area (Plate 5.6).                                                                                                                                                                                     
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|5.8  | MEDICALCARE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     | The medical care in Tamale and in the Zabzugu-Tatale
      district is at acceptable level. There are many small hospitals in Tamale,
      including a Teaching Hospital, which has a laboratory and an emergency
      facility. The closest medical clinic to the Project Area is in Zabzugu.
      This clinic is managed by the government and is able to deal with minor
      injuries and medical problems. The clinic in Tatale managed by the
      Catholic mission has staff trained to deal with snake bites. According to
      Father Isidor from the Tatale Catholic mission, the clinic has anti-venom
  serums against all types of venomous snakes in the Project Area.
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|5.9  | COMMUNICATIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     | Ghana has good mobile phone coverage operated by five
      major mobile network providers, although the quality of the mobile phone
      signal in the Project Area is variable. Consequently, a reliable satellite
      phone will be installed prior to major exploration activities.                                                                                                                                                                                                                                                                                                                                                                                                
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|5.10 | **INFRASTRUCTURE AND PORTS**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     | The closest railway line in Ghana to the Project Area is
      the AccraKumasi rail line located approximately 350 kilometres south. The
      Ghana government has long-term plans to extend the existing railway line
      to Tamale and Yendi.                                                                                                                                                                                                                                                                                                                                                                                                                                       
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     | A rail line exists closer to the Project Area across the
      border in Togo. At Blita, Togo, located approximately 100 kilometres
      southeast of the Sheini Village, the railway line extends south to the
      port at Lomé, Togos capital, and is used primarily for the transport of
      limestone and phosphates.                                                                                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|     | In Ghana, the Tema sea port, the largest in Ghana, is
      located approximately 390 kilometres south- southwest of the Project Area
  and approximately 30 kilometres east of Accra (Figure 4.1).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|5-6                                       

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Plate 5.1: Paved TamaleYendi
road traverses flat topography. Plate 5.2: Unpaved ZabzuguSheini road
(Dec 2010). Plate 5.3: Improved ZabzuguSheini road (March 2011).
Plate 5.4: Main street in Zabzugu Village. Plate 5.5: Ridge formed
by iron mineralization, south of Kandin Village Plate 5.6: Oti River
draining south to Lake Volta.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|5-7                                       

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6       HISTORY

Records held by the Ghana government document the history and
extent of historical exploration in the Sheini area. These records show that the
area has been studied by several groups of explorers. The knowledge of
historical work is complicated by the presence of incomplete reports with no
maps or coordinates showing the location of the old workings. A number of the
reports are in the form of handwritten manuscripts that are difficult to
decipher. There is also no clear information about the location, size, and
ownership of the previous exploration concessions in the Sheini area. The
historical exploration work in the Sheini area can be divided into four major
time periods:

|6.1 | ANCIENTEXPLORATION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | Ancient exploration and production is inferred by the
      presence of small piles of slag material (Plate 6.1) scattered from Kandin
      Village, around Sheini Village, and southward to the Kubalem area. It is
      interesting that all of these places are located near the ferricrete
      outcrops (recent indurated iron deposits at surface). The reason for this
      may be that the ferricrete material was easier for iron smelting using
      primitive techniques (charcoal, limestone, and water). The first iron
      smelted in the area was probably used for forming tools and hunting
      weapons. It is important to mention that some of the slag may have been
      produced by lightning strikesnatural melting of ferricrete or iron-rich
      laterite by high-voltage lightning.                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|6.2 | PERIOD19001945                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | Records of mineral exploration for the period 19001945
      are not well documented due to a complex and changing political situation
      in the area. The Sheini area was originally located in the area known as
      Slave Coast and later as the German colony of Togoland (formed in 1905).
      After the German defeat during World War I (August 1914) at the hands of
      British troops (coming from the Gold Coast) and French troops (coming from
      Dahomey), Togoland became two League of Nations mandates administered by
      Britain and France. After World War II, these mandates became UN Trust
      Territories. The residents of British Togoland, where the Project Area is
      located, voted to join the Gold Coast as part of the new independent
      nation of Ghana in 1957; French Togoland became an autonomous republic
      within the French Union in 1959.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    | According to the GGSD, the iron mineralization was first
      discovered around 1905 by a team of German geologists under the leadership
      of Dr. Koert, who travelled to the area to explore the potential of the
      new German colony in Togoland. After the area became part of the British
      Empire, it was visited again and was mapped and prospected by the
      geologists of the Golden Coast Geological Survey Department (probably
      around 1930). The aims of this program were to produce geological maps of
      the British Colony and to discover new mineral resources. However, few
      records remain of the findings of these surveys. No records of
      exploitation exist, and it is unclear to what extent the iron
      mineralization was recognized.                                                                                                             

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-1                                       

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|6.3 | PERIOD19451980                                                                                                                                                                                                                                                                                           
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                           
|    | The period from 1945 to 1980 was the most important for
      mineral exploration in the Sheini area. The iron mineralization evident
      since 1905 and the new ideas about construction of the Akosombo Dam meant
      that the Sheini area became more strategic for the development of
      Ghana.

|6.3.1 | E. H. Jacques                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|      | The first detailed exploration work that focused on the
      iron occurrences around Sheini Village was by E. H. Jacques in the 1950s.
      His report (1958) summarizing the exploration work was re- printed by the
      GGSD in 2003 (Archive Report No. 85).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|      | According to this report, Jacques and his team carried
      out geological mapping, technical work, trenching (10 trenches), and
      diamond core drilling (nine boreholes) along the ridges with iron
      mineralization from Kandin in the north to the Kubalem area in the south,
      comprising approximately 35 kilometres of strike length. Jacques describes
      eight groups of iron-mineralized bodies from this large area.                                                                                                                                                                                                                                                                                                                                    
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|      | All of the samples taken during this phase of exploration
      were assayed for iron and silica. A small number of samples were also
      assayed for phosphorous. The results, presented in Jacques report as
      tables, show iron grades in the range of 3050% iron, with silica content
      of usually more than 15% SiO2. The content of phosphorous is
      usually below 0.2% P2O5but some of the samples
      contain 1.0%1.5% P2O5. Jacques is the first author
      to suggest that the source of the occasionally higher phosphorus content
      could be the clasts of granitic rocks (granite, pegmatite) and metamorphic
      rocks (quartz-sericite-chlorite schist) within the mineralized
      tillites.                                          
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|      | The report also contains an incomplete set of cross
      sections at an obscure scale, constructed from a combination of trenches
      and surface outcrops or a combination of trenches and boreholes. However,
      the trench and borehole location maps and the surface geological maps are
      missing from the report and no trench or borehole coordinates are
      provided.                                                                                                                                                                                                                                                                                                                                                                                        
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|6.3.2 | Soviet Union Exploration                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|      | In the early 1960s, geoscientists from the Soviet Union
      were invited to Ghana to assist with geological mapping, prospecting, and
      performing numerous specific studies in northern Ghana. A large operations
      base was established in the city of Tamale. The Soviet experts were
      involved in the exploration projects until 1966, when they were requested
      to leave the country by the Ghanaian government.                                                                                                                                                                                                                                                                                                                                         
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|      | The iron occurrences around Sheini Village were studied
      as part of one of the projects managed by the Soviets. The work included
      detailed geological mapping, trenching, and drilling. The results were
      summarized in several reports and some of them have been re-printed by the
      GGSD.                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|      | The reports indicate that the exploration was focused
      mainly on the areas northwest, west, and southwest of the Sheini Village.
      The reasons were probably easy access, availability of
local labour, and the remains of old workings from the previous exploration carried out by Jacques. Although the available reports are again incomplete and without location maps or coordinates, there is one basic geological map showing five major bodies of iron mineralization outlined by the Soviet geologists (Figure 6.1) . The same map shows the position of 11 trenches (from 12 described in the report) and 19 pits (from 72 described in the report). Boreholes are not shown on this map, although the report describes the presence of at least 14 boreholes.

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|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-2                                       

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The geological map is accompanied by an
approximately 1.5 -kilometre-long, eastwest-trending geological cross section
over Bodies 4 and 5 (Figure 6.2) . The southern part of the Sheini area and the
Kubalem area were explored probably only at regional scale. The Soviet regional
exploration work also indicated fine-grained gold in heavy mineral stream
concentrates south of Sheini Village.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-3                                       

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FIGURE6.1:Soviet Geology Map

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-4                                       

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FIGURE6.2:Soviet Geological
Cross Section

|6.4 | PERIOD19802008                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | No significant exploration work was done in the Sheini
      area after the Soviet geologists left Ghana. According to the GGSD,
      small-scale exploration work was carried out by St. Jude Resources Ltd.
      (Vancouver, BC) in the area of the Sheini North Prospecting License during
      20042006. The exploration was testing the concept that the iron
      occurrences may be of epigenetic origin similar to Olympic Damtype IOCG
      deposits. St. Jude tested its collected samples for gold, but the results
      from the Sheini area were low (3 ppb). Of more interest were results
      reported from the Kubalem area where some laterite samples contained 3040
      ppb gold and one sample contained 400 ppb gold. The details of the work
      and the sample locations are not known, and there appears to be no record
      of the location and size of the concession. St. Jude Resources
      exploration concession expired in 2006.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-5                                       

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Plate 6.1: Piece of iron slag
(10 centimetres across) discovered east of the Kandin Village.Plate 6.2:
One of the Soviet trenches when it was discovered in December 2010. The trench
was later cleaned, documented, and sampled. Plate 6.3: Casing of an old
Soviet exploration drillhole. Plate 6.4: Old concrete drilling sump.
Plate 6.5: 13 April 1965 written at the wall of old drilling water
sump.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-6                                       

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|6.5 | PERIOD2008- PRESENT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | In 2008, the Minerals Commission of Ghana granted non-exclusive exploration permits to six companies (Gold Coast Resources Limited, Marula Mines Ghana Limited, Integrated Metals Limited, Azumah Metals Ghana Limited, Inland Ghana
Mines Limited, and Minergy Resources Limited) to allow each of them to search for iron ore within the Sheini area by geochemical and photo-geological surveys or other remote sensing techniques within a specified period of time. The deadline for
final reporting was the second half of March 2011. A further seven companies (Pan African Minerals Company Limited, RSP International Ghana Limited, Compass Resources Limited, Emmaland Resources Limited, Wesun-Lu Ghana Mining Limited, Trans Global
Drilling, and Energy Exploration Limited) were granted similar permits in 2010, with the same deadline as the first six companies.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | The size of the non-exclusive exploration permit granted was 178.81 square kilometres, coincident with Emmaland's current Sheini Prospecting Licence and part of the Sheini North Prospecting License (Figure 6.3). The Minerals
Commission of Ghana ran a competitive bidding process, with the Prospecting Licences being awarded to the company submitting the winning bid. A report was submitted by each company, including due diligence sampling results (where such work had been
done), together with recommendations for multi-phase exploration and ultimate exploitation of the iron mineralization in the Sheini area.                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | The only company to undertake comprehensive due diligence work under the terms of the permit was Emmaland. The initial work was carried out by Emmaland, who hired three geologists from the GGSD (E. Cheremeh, S. Annum, and K.
Ahumah). Their work included geological mapping, rock sampling, pit excavation (10 pits), and trench sampling.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | In December 2011, Aurum Exploration Services, Ireland, was engaged by Emmaland to run a three- month exploration program to collect adequate data to submit a successful report to the Minerals Commission of Ghana. The exploration
consisted of geological mapping and prospecting, locating historical exploration workings and boreholes, and cleaning, documenting, and re-sampling historical trenches. A total of 659 channel samples (755 samples including duplicates and blanks)
were collected from the historical trenches and 307 samples were assayed. The details of this work are presented in Section 9.                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | The results of the work, together with recommendations for a further exploration program, were summarized in the report submitted to the Minerals Commission of Ghana before the deadline. On December 8, 2011, the Minerals
Commission of Ghana issued three Prospecting Licenses covering the Project Area to Emmaland.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-7                                       

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FIGURE6.3:Original
Non-Exclusive Exploration Licence

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-8                                       

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|6.6 | RECOVERY OFDATA                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The major exploration work in the Sheini area was carried
      out between 1945 and 1980 by two major exploration teamsJacques (1958)
      and a team of Soviet geologists (19601966).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | Jacques report describes 10 trenches and nine diamond
      core boreholes (both vertical and inclined). The report indicates problems
      during the drilling using tricone drill bits, which were performing better
      than diamond drill bits. This means that some caution may be required in
      relation to the drilling results. The geological and location maps in
      Jacques report are missing, so although the results are informative, they
      cannot be located and replicated in the field.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The Soviet reports indicate that 14 boreholes (vertical
      and inclined) with a maximum depth of 183 metres were drilled and that at
      least 12 trenches and 72 pits were excavated. However, only one geological
      map showing the positions of trenches has been recovered. The position of
      the boreholes, together with the drilling results, is unknown and the work
      is therefore of little direct use in guiding future exploration.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | Due diligence field work by Emmaland revealed the
      location of 35 historical trenches and 18 historical boreholes. Almost all
      of these historical trenches are located in the syncline area west of Camp
      Villages (Figure 6.4). Only three trenches were discovered in the ridges
      east of Sangba Village. The trenches are situated mainly on the ridges and
      steep slopes, oriented in an eastwest direction. Only a few trenches
      (syncline area) are oriented in a northsouth direction. At the time when
      the trenches were discovered in 2010 and 2011, they were overgrown and
      partly collapsed (Plate 6.2) with no signs of recent exploration activity.
      It is likely that these trenches are the remains of the work carried out
      pre-1980.                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | Some of the discovered historical boreholes still have
      small pieces of casing (sometimes with borehole number) at the surface
      (Plate 6.3) and with a concrete water sump located next to it (Plate 6.4).
      Pieces of core containing barren hanging wall formations were discovered
      close to one of these holes along with the date 13 April 1965 (Plate
      6.5) written on one concrete water sump. Although some of the boreholes
      are numbered, it is largely impossible to distinguish which boreholes were
      drilled by Jacques and which ones by the Soviets. An even more complicated
      situation occurs with the historical trenches because recent work has
      discovered more old trenches in the Project Area than those described by
      Jacques and the Soviets combined. Almost all of the discovered old
      trenches were in poor conditions and were cleaned before being documented
      and channel sampled (detailed in Section 9).
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|6.7 | HISTORICALRESOURCEESTIMATES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | Both Jacques and the Soviet geologists tried to estimate
      reserves and resources based on the exploration work they each completed.
      Jacques report describes 10 trenches and nine diamond core boreholes
      spread over a width of one kilometre and a length of more than 35
      kilometres, where he described a thickness of iron mineralization varying
      between 10 metres and 50 metres. It is clear
that some of the holes didn't reach the iron mineralization and that some of them were finished within the iron mineralization due to technical problems, so the information about thickness is considered to be highly unreliable.                                                                                                                                                                                                                                                                                                                                    

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-9                                       

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According to the available, albeit
fragmented, Soviet reports, their exploration teams working in the Project Area
during the 1960s carried out slightly more intensive exploration than Jacques.
The Soviet technical work consists of 14 boreholes (vertical and inclined) with
a maximum depth of 183 metres, at least 12 trenches, and 72 pits. The recent
location of the old Soviet workings indicates that approximately 90% of their
work had been done in a zone of iron mineralization approximately three
kilometres long located southwest of the Sheini Village (west of Camp Villages).
A smaller amount of work was completed in the large ridges west and northwest of
the Sheini Village and no Soviet trenches and boreholes were observed in the
Sheini South area or in the Kubalem area.

In comparison with the current Emmaland
Prospecting Licences, which extend over 50 kilometres strike length, the Soviet
work covered approximately 6% of the current exploration package. Although the
available information from Soviet work only appears to cover part of the
mineralized belt, the historical report (Bobrov and Pentelkov, 1964) describes
estimated reserves for that portion. However, the author has reviewed the
report and methodology and the resulting calculation and does not believe that
the reported reserves are at all reliable or that they provide any useful
information with respect to the ongoing exploration of the Project Area.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-10                                      

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FIGURE6.4 :Map of Historical
Excavations Located During Due Diligence Work

|6.8 | HISTORICALPRODUCTION                                                                                                                                                                                                                                                                                                                
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                     
|    | The only evidence of mining from the Sheini area consists
      of small ancient and undated hand excavations of ferricrete outcrops.
      There has been no modern iron ore mining and production within the known
      iron mineralization from Kandin in the north to Kubalem in the south
      during the last two centuries.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|6-11                                      

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7      
GEOLOGICAL SETTING AND MINERALIZATION

|7.1 | REGIONALGEOLOGICALSETTING                                                                                                                                                   
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                             
|    | At the regional scale the Sheini area is located within
      the eastern part of the West African Craton called the Eastern Pan African
      Domain (Wright et al., 1985).



FIGURE7.1:Summary Geology of
West Africa

The major feature of this domain is the
large late Proterozoic to early Palaeozoic Volta Basin (Figure 7.1), which is
composed of mainly flat-lying sediments surrounded in the east by
north-northeast to north-south-trending, low-metamorphic-grade supracrustal
belts. The most important belt is the Togo Belt (Figure 7.2), starting in
southeast Niger and running southsouthwest to southeastern Ghana. This belt is
composed of Buem Formation, forming a ridge immediate east of the Volta basin,
followed to the east by the Togo Formation, also known as Akwapimian in
southeastern Ghana and the Atacora unit in Togo and Benin (Wright et al., 1985).

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-1                                       

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FIGURE7.2:Summary Geology of
Volta Basin and Togo Belt

The Volta Basin, which covers almost
45% of Ghanas surface, is composed mainly from shallow marine platform
sediments with ages ranging from 1,000 Ma to 500 Ma. The Volta Basin is composed
of three major units (Wright et al., 1985):

| |  | Lower VoltaianKwahu and Morago
      Groups
| | - | --------------------------------------------
| |  | Middle VoltaianOti Group                   
| |  | Upper UnitObosum Group                     

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-2                                       

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The lower part of the basin is filled
with a thick sedimentary sequence known as the Kwahu Group (south and southwest
part of the basin) and Morago (Bombouaka) Group (north and northwest part of the
basin). These groups are approximately 7001,000 Ma and are composed of
flat-lying, massive, cross-bedded, shallow sandstones and arkoses.

The Kwahu and Morago Groups are
overlain by the Oti Group sediments (570675 Ma). The basal conglomerates are
interpreted as tillites, which contain up to one-metre-large boulders with an
angular to sub-angular shape and striations at the surface. The rest of the Oti
Group is composed of shallow marine platform clastic sedimentssandstones,
micaceous sandstones, and arkoses. Thin layers of carbonates (limestones,
dolomites) are also present. Alkali-rich volcanic and volcaniclastic rocks
correlating with the lower parts of the Oti Group are reported from the eastern
part of the basin.

The Obosum Group represents the
youngest sedimentary sequence of the Volta Basin (450570 Ma). Its contact with
the Oti Group is unconformable, and the Obosum Group is thickest and coarsest in
the south-eastern part of the basin where conglomerates containing pebbles of
various igneous and slightly metamorphosed rocks occur. Sandstones and
siltstones are also known to form part of this group. The Obosum Group beds are
also interpreted as molasse deposits formed by erosion of the Togo Belt.

The Volta Basin sediments overlay
highly metamorphosed basement rocks composed of meta-volcanosedimentary units of
early Proterozoic age, as well as metasedimentary basins and granite complexes
of similar age that are known as Birrimian units. The deformation and
metamorphism of these basement rocks are dated at around 2,100 Ma.

The eastern margin of the Volta Basin
is formed by the Togo Belt, which comprises supracrustal sediments and volcanics
of probable late Precambrian to early Phanerozoic age. The Togo Belt consists of
Buem Formation (which is closest to the Volta Basin) and Togo Formation.
According to the latest field observations, the Sheini area is probably located
within the Buem Formation which forms a belt 1530 kilometres wide following the
Ghana-Togo border with the larger part of this formation being located within
Togo. The rocks of the Buem Formation are dominated by east- to
southeast-dipping clastic sediments, mainly sandstones, siltstones, shales, and
mudstones. Massive chert (silexites), limestones, and dolomites are known from
Togo.

The Iron Formations are located mainly
within the Ghanaian part of the Buem Formation, but some of the bodies also
cross the border into Togo. The Iron Formations are associated with tillites
situated near the base of the Buem Formation. These tillites may be comparable
with the tillites of the Oti Group (Volta Basin). The Togo part of the Buem
Formation also contains sequences of various volcanic rocks (alkaline and
calc-alkaline), some of which are interpreted to have been formed on the sea
floor due to preserved pillow structures. The rocks of the Buem Formation are
largely not metamorphosed. It is believed that the deformation of this formation
is mainly the result of compressional tectonics.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-3                                       

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|7.2 | SHEINIPROJECTGEOLOGY                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | The Project Area is located at the boundary between the
      underlying Volta Basin (Oti Group) and Buem Formation, which hosts the
      Iron Formations. The exact position of the border between these two major
      units is not clear due to poor outcrop distribution east of the north
      south-trending ridges formed by the quartzites and Iron Formations.
      However, these ridges are thought to be part of the Buem
  Formation.                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | Rocks of both formations are not metamorphosed. The rocks
      of the Oti Group are usually not deformed and are flat-lying. The rocks of
      the Buem Formation are slightly folded, dipping mainly to the east.
      However, some of the Iron Formations and quartzites in the northern part
      of the Sheini area (in particular between Kandin and Tatale) are probably
      dipping to the west. The rocks that occur within the Sheini concession
      areas can be divided into three major groups:

| |  | The footwall to the Iron Formation is composed of
      sandstones, arkoses, mudstones, and shales of the Oti Group and Sheini
      quartzites, which are probably part of the Buem Formation.
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | The Iron Formation includes BIF, chert, and ferruginous
      tillites.                                                                                                                        
| |  | The hanging wall to the Iron Formation is composed of
      mudstones, greywackes, polymictic sandstones, and quartzites of the Buem
      Formation.                                          

|7.2.1 | Footwall                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|      | The sedimentary rocks of the Oti Group outcrop west of
      the Sheini Hills. The most common rock types are ferruginous feldspathic
      sandstones (Plate 7.1), arkoses, and shales. Outcrop density is very low
      in the Project Area due to low weathering resistance of these rocks. Areas
      with soft sand are located close to the outcrops. The Sheini quartzites
      form ridges, isolated rounded hills, and boulder outcrops (Plate 7.2) that
      surround the eastern part of the iron mineralization north of Camp
      Villages. Quartzites probably form the immediate footwall of the iron
      mineralization. Outcrops and large boulders of massive, white, or slightly
      greenish quartzite with rare grains of feldspar and mica are located west
      of the Sheini Village and east of Kandin Village where the quartzite
      ridges continue northward following the western border of the Sheini North
      Prospecting License. The massive nature of these beds means it is nearly
      impossible to measure the dip direction of the rocks, but outcrops east of
      Kandin indicate dips toward the west. Similar quartzites follow the
      western part of the iron mineralization, again located in footwall, in the
      Sheini South Prospecting Licenses area.
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|7.2.2 | Iron Formations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|      | The Iron Formation produces a folded sedimentary unit
      several hundred metres thick and outcropping along wide ridges, or sets of
parallel ridges, running for more than 35 kilometres in a north-south direction. These ridges are composed of a number of horizons varying in lithology, grain size, and mineral composition. The ridges with Iron Formation are present at four major locations within this area (Figure 7.3):                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-4                                       

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| |  | Tatale Area (Sheini North Prospecting License): visible
  mineralization for several hundred metres surrounded by ferricrete.                                                                                                                              
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Camp 1-Sheini Area (Sheini Prospecting License): almost
      continuous ridge 10 kilometres long composed of many large bodies of iron
      mineralization surrounded by large ferricrete fields.                                                        
| |  | Camp 2-Jayando Area (Sheini & Sheini South
      Prospecting Licenses): almost continuous ridge 13 kilometres long (Plate
      7.3) composed of many large bodies of iron mineralization (3050% of this
      large mineralized area is located in Togo).
| |  | Kubalem Area (Sheini South Prospecting License): large
      area with small hills and low elevated hills surrounded by large
      ferricrete fields.                                                                                                     

There is a large area with flat have a
thictopography between Sheini Village and Tatale. Large ferricrete fields east
of Kandin Village indicate the presence of iron mineralization in this area,
probably covered by younger sediments. This interpretation will have to be
investigated with future exploration activities.

The individual horizons of the Iron
Formation kness varying between 20 and more than 100 metres and are inter-bedded
with sandstones, siltstones, and probably quartzites. The iron-bearing horizons
dip 10°45°, mainly to the east-southeast (in the Sheini South and Kubalem area)
and also to the west in the area west of Sheini Village. Some outcrops also
contain vertical dipping horizons. The most interesting structure within the
Sheini area seems to be a syncline (historical Block 5 defined by the Soviets)
located west of Camp Villages and extending for almost three kilometres in the
northsouth direction.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-5                                       

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Plate 7.1:Outcrop of
ferruginous sandstone of the Oti Group.Plate 7.2: Boulder and outcrop of
white quartzite (probable immediate footwall to Iron Formations). Plate
7.3: 13-kilometre-long Iron Formation ridge in the Sheini South Prospecting
License hosting multiple Iron Formation bodies.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-6                                       

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FIGURE7.3:Geological Map of the
Sheini Arrea

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|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-7                                       

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|      | The most common texture is breccia-like lithology, which
      is described by historical and recent reports (Jacques, 1958; Cheremeh,
      2010) as ferruginous tillite (Plate 7.4). The rock contains fragments with
      diameters from several millimetres to more than one metre, surrounded by a
      very fine hematite matrix. The fragments represent various lithologies,
      ranging from sedimentary rocks (quartzites, sandstones) to igneous
      (granites, pegmatites), and metamorphic rocks (various micaceous schists).
      For the purpose of the recent exploration, this lithology has been named
      as Fragmental.
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|      | Fragmental forms thick layers and lenses, producing
      undulating topography followed by layers of the BIF, which can be several
      metres thick. The layers are thickly or thinly banded and laminated (Plate
      7.5), where the colour of the bands probably indicates the ratio of
      hematite to quartz. The BIF often contains thin beds of coarse-grained
      sandstone and jasper or chert. BIF morphologically forms narrow sharp
      ridges and is easily mapped where exposed.                                                                                                                                            
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|      | Ridges of Iron Formation are often surrounded by large
      tabular bodies of soft or hard ferricrete, which is formed from the
      weathering of the Iron Formations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|7.2.3 | Hanging Wall                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|      | The hanging wall of the Iron Formation is formed by
      mudstones, greywackes, or polymictic sandstones. These rocks are not
      outcropping at the surface and were discovered during detailed geological
      mapping of the syncline located west of the Camp Villages based on pieces
      of core left close to one of the historical drill sites. The amount of
      core with hanging wall formation left at this drill site indicates that
      the thickness of the hanging wall of the Iron Formation is probably less
      than 30 metres.                                                                                      

|7.3 | TYPES OFIRONFORMATION                                                                                                                                                                                                                                                                                                                                                                             
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                   
|    | There are three main types of iron
      mineralizationFragmental, BIF, and ferricretewith a variety of subtypes
      in the Sheini area. During the 1950s1970s, Jacques and the Soviet
      geologists used similar terms to describe various types of iron
      mineralization observed in natural outcrops, trenches, and
    boreholes.                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                   
|    | In general, the thickness of the Iron Formation varies
      from 20 metres to 150 metres. A major part of the recent due diligence
      work was focused on the syncline west of Camp Villages due to the number
      of trenches opened within the Iron Formation at surface.                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                   
|    | The best outcrop of the Iron Formation in this area was
      observed in the trench numbers STW- 04 and STW-04b, located in the eastern
      limb of the syncline where the thickness of the formation is approximately
      130 metres. The sequence may be thicker than 130 metres here due to
      several more outcrops (in situ) located east of the eastern end of trench
      STW-04b.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-8                                       

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The situation in the western limb of
the syncline is more complex due to several lenses or layers of quartzite and
sandstone surrounding the mineralization. However the thickness of the iron
mineralization is probably more than 150 metres. There are also large surface
outcrops of iron mineralization west and southwest of Sheini Village and west of
the Sangba Village (Plate 7.7), indicating the thickness of the iron
mineralization is in the range of 50150 metres.

|7.3.1 | Fragmental Iron Formation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|      | The Fragmental is the most common lithology within the
      area of mapped Iron Formation. It forms layers that are usually more than
      1025 metres thick. The rock is softer than the BIF and readily weathers
      due to the contained fragments of granitic rocks. As a result, it does not
      form outcrops and is mostly exposed in trenches. Ridges underlain by
      Fragmental are usually smooth, undulating, and covered by a hard
      ferricrete layer or thick scree with rock fragments smaller than 10
      centimetres in diameter.
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|      | This lithology resembles a breccia in texture and was
      described by historical and recent reports (Jacques, 1958; Cheremeh, 2010)
      as ferruginous tillite (Plate 7.4). The rock contains various amounts of
      unsorted fragments that are usually angular, subangular, and rarely
      rounded, hosted in a very fine red or reddish brown haematitic matrix. One
      20- centimetre-thick layer of unusual ferruginous conglomerate (Plate 7.7)
      was noted in trench STW-15 in the western limb of the syncline
  area.                   
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|      | The size of the fragments varies between 1 millimetre to
      about 1 metre in diameter. The fragments represent various lithologies,
      commonly sandstone and quartz-albite-sericite schist, but also quartzite,
      granites, pegmatite, or basic/ultrabasic rocks. Small grains of black
      shiny volcanic glass were also observed.                                                                                                                                                                                                                
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|      | It is important to mention that the Fragmental does not
      contain fragments of the Iron Formation. The matrix is formed by a very
      fine (less than 0.5 mm) mixture of iron oxides (hematite), iron hydroxides
      (goethite, hydrohematite), and silica (quartz, opal-
      chalcedony-jasper).                                                                                                                                                                                                                                                      
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|      | Fragmental can be divided into three subtypes according
      to the size of the fragments:                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

| |  | Type IAfragments below 1 mm             
| | - | -----------------------------------------
| |  | Type IBfragments 110 mm                
| |  | Type ICfragments larger than 10
      mm

Type IA is not very common in the
Project Area. It sometimes passes laterally into the BIF and it can be difficult
to distinguish between these two lithologies. This subtype is more
weathering-resistant than other subtypes of the Fragmental and it forms surface
outcrops with limestone-like morphologic features. The rock is brownish red to
brick red with very small amounts of fragments that are no more than one
millimetre in size.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-9                                       

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|      | Fragmental Type IB (Plate 7.4) is the most common type
      within the Fragmental in the Project Area. The typical rock of this
      subtype is reddish brown with a matrix of very fine grained
    hematite.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|      | Fragmental Type IC is not common (fragments larger than 5
      centimetres are very rare). The rock is very similar to Fragmental Type 1B
      but contains a very limited amount of fragments with a diameter of 20
      centimetres or greater. It is interesting that the large fragments are
      commonly located close to the boundary between Fragmental and BIF. Layers
      and lenses (approximately 20 centimetres thick) of unusual conglomerate
      (Plate 7.7) were discovered in the same trench as the largest schist
      fragment. This rock contains unsorted subangular-to-rounded fragments with
      diameters between one millimetre and two centimetres of sandstone,
      limonitized greywacke, and fine-grained granite. The amount of brownish
      grey matrix is approximately 5%10%. The contact with surrounding grey BIF
      is sharp.
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|7.3.2 | Banded Iron Formation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|      | BIF is also common in the Project Area, but the layers of
      this lithology are thinner than the Fragmental. Due to the high weathering
      resistance of this rock type (fine grained, no fragments), the outcropping
      layers are easily visible in the field, forming narrow ridges surrounded
      by stony colluvium with blocks up to three metres in diameter (Plate 7.8).
      Individual BIF beds are usually several metres thick with a maximum 25
      metres observed in the trench STW-04 located in the eastern limb of the
      syncline.                                                                                                                                                                                                                                                                                                               
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|      | This rock type is fine grained and can be thick banded
      (Plate 7.9), thin banded (in millimetre to centimetre scale), or very
      finely laminated with lamination visible under a hand lens or microscope.
      The bands and laminae are composed of black and grey to dark brown
      hematite and a reddish brown to red mixture of hematite, goethite,
      hydrohematite, and fine-grained silica. There are very fine (less than 1
      millimetre) grains of magnetite disseminated in the rock. Assays of some
      samples indicated the presence of microscopic phosphates (apatite). Rare
      tiny veinlets of aluminum phosphate (trolleite) were also discovered in
      some of the samples of the BIF. This mineral occurs at other iron deposits
      (Västanå Iron Mine, Sweden).                                                                  
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|      | The BIF often contains thin beds of coarse-grained
      sandstone (up to five centimetres thick) and layers or lenses of jasper or
      other types of cryptocrystalline or amorphous silica (opal, chalcedony).
      BIF can be divided into three subtypes depending on the content of
      impurities (sandstone or silica):                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

| |  | Type IIAno visible impurities
      (thick or thin banded)
| | - | -----------------------------------------------------------
| |  | Type IIBcontains sandstone
      layers                   
| |  | Type IICcontains bands and
      lenses of silica (jasper)

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-10                                      

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|      | Sandstone layers are often irregular, discontinuous, and
      slightly folded together with the host Iron Formation (Plate 7.10). The
      BIF very rarely contains fragments of various rocks (similar to the
      Fragmental). These fragments are discordant with the bedding. It was also
      observed that deformed sandstone layers (Plate 7.11) are located close to
      these fragments, which may support a hypothesis about glacial drop stones
      falling into soft iron-rich sediment at the sea floor.                                                                                                                                                                                         
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|      | Silica forms layers and lenses up to 50 centimetres thick
      that are concordant with the banding of the iron mineralization. This
      silica usually does not contain 100% SiO2but also contains
      various amounts of fine disseminated iron mineralization. Three colours
      ofsilica layers and lenses were observed in the Project Area: red (most
      common, Plate 7.12), greenish grey (rare), and pale yellow to white (very
      rare). The silica bodies are very fine grained where the crystallinity is
      not visible to the naked eye. Veinlets of crystalline, low-temperature
      quartz (with comb structures) were observed filling fractures in
      cryptocrystalline silica.
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|7.3.3 | Ferricretes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|      | The outcrops of the Iron Formation are largely surrounded
      and partly covered by ferricrete, which is a recent deposit and the
      product of weathering of the Iron Formation. Ferricrete is an end-member
      laterite that has become intensely indurated and entirely cemented
      together. Two major types of ferricrete occur in the Project
  Area:                                                                                                                                                                                                                                                                                                                                                

| |  | Type IIIAhard ferricrete forming
      layers and platforms at recent surface
| | - | ------------------------------------------------------------------------------
| |  | Type IIICdisaggregated
ferricrete forming deposits with gravel size fragments

Within the ridges, the ferricrete
usually occurs above the Fragmental and also above the strongly fractured and
brecciated zones. The maximum thickness of disaggregated ferricrete observed in
the field was several metres. The maximum thickness of the hard indurated
ferricrete was approximately 1.5 metres.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-11                                      

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Plate 7.4: Fresh outcrop of Fragmental.
  White quartzite clast in centre is 1cm across. Plate 7.5:Outcrop of
  finely laminated BIF.Plate 7.6: Hills and ridges of iron mineralization
  west of the Sangba Village, view to the north. The mineralization is dipping
  to the east (right). Hills on the horizon are part of the syncline structure
  west of Camp Villages. Plate 7.7: Ferruginous conglomerate discovered
  in the western limb of the syncline. The fragments are mainly sandstone and
  greywacke, with minor granite. Left bottom corner of the specimen is massive
  banded iron lithology. Plate 7.8: Large blocks of BIF northwest of Camp
  Villages. Plate 7.9: Outcrop of thick BIF.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-12                                      

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Plate 7.10:Slightly folded BIF
containing irregular and discontinuous sandstone layers (western limb of the
syncline, west of Camp Villages). Plate 7.11: Deformed and disturbed
sandstone layer within the BIF (western limb of the syncline, west of Camp
Villages).Plate 7.12: Lens of red jasper within the BIF (western limb of
the syncline, west of Camp Villages).

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-13                                      

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The disaggregated ferricrete is the
most common but visible only in the trenches and recently made road cuts. It
consists of gravel-size fragments composed of both BIF and Fragmental. It
usually forms thick deposits at the foot of the hills and ridges below the scree
or colluvium sediments.

The hard ferricrete can often be seen
in flat areas close to the foot of the ridges and also at the small platforms
within the ridges. The hard ferricrete is composed of fragments of Fragmental or
BIF cemented by secondary iron hydroxides.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|7-14                                      

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8       DEPOSIT
TYPES

At present there is not enough data to determine the exact type
of deposit. The exploration work has just commenced and knowledge of the iron
mineralization in the Project Area has come primarily from mapping. To date,
there is limited geochemistry from the area and there is no detailed lithology,
mineralogy (thin sections), dating, or drilling from which to get information
about the thickness of the iron mineralization or the underlying, presumably
fresh, unoxidized primary lithologies.

According to the geologists of the GGSD, the Sheini area can be
characterized as

| | IOCG (iron oxide copper
      gold)-type mineralization in a range between Kiruna-type and Olympic
      Damtype
|- | -----------------------------------------------------------------------------------------------------------------
| | Banded Iron Formation (BIF) and
      related tillites                                                           

|8.1 | IRONOXIDECOPPERGOLDMODEL                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | The author considers the IOCG option to be highly
      unlikely. The only similarity with IOCG is the breccia-like lithology of
      the Fragmental containing large amounts of various clasts. However,
      mineralization in the Project Area has clear sedimentary features with
      banding, folding, and clear sedimentary rocks in the footwall and hanging
      wall. There is no evidence for deep crustal structures in relation to the
      mineralization. The geochemical features of the Sheini iron mineralization
      also do not show any evidence for IOCG-type with no uranium, no background
      levels of rare earth elements, and no background levels of copper and gold
      to state just some of the inconsistencies.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|8.2 | BANDEDIRONFORMATIONMODEL                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | The observed geological, mineralogical, and geochemical
      features indicate that the Sheini mineralization fits a BIF model. The
      wide-scale presence of hematite and rarity of magnetite may indicate
      H-BIF. More likely, however, the low amount of magnetite at surface is
      probably due to surface alteration (oxidation) of magnetite to hematite
      (martite).                                                                                                                                                                                                                                                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    | The relationship between hematite and magnetite will be
      clarified by the planned drilling. Based on analogy with other West
      African BIFs, the upper, oxidized layer is likely to be 70 120 metres in
      thickness. The oxidized layer is probably underlain by a magnetite-facies,
      primary BIF.                                                                                                                                                                                                                                                                                                                                                                                                                                      

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|8-1                                       

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9     
 EXPLORATION

The initial exploration work in the Sheini area, completed by
Emmaland and Cardero Ghana, was carried out during late 2010 and throughout
2011.

The initial phase of work, from late 2010 to mid-2011, was
focused on obtaining sufficient data to meet the requirements of the Minerals
Commission of Ghana and to successfully win the tender to obtain an exploration
concession over the Sheini area.

The second phase of exploration, subsequent to the issue of the
three Prospecting Licences to Emmaland in late 2011, has consisted of
reconnaissance mapping over new areas to the north and south of the original,
non-exclusive licence.

The exploration work completed to date includes

| | Prospecting the Project Area from Tatale in the north to
      Kubalem in the south and locating historical workings, primarily trenches
      and boreholes.                                                                      
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Reconnaissance geological mapping over the Project Area
      to obtain an overall view of the surface extension of the iron
      mineralization and surrounding lithological types.                                              
| | Detailed geological mapping in scale 1:2,500 of the
      syncline area located west of Camp Villages. This area was selected due to
      large amounts of outcrops, extensive iron mineralization, and historical
      trenches.
| | Cleaning and channel sampling of selected historical
      trenches in the syncline area west of the Camp Villages.                                                                                                                
| | Construction of an initial access road to the syncline
      area west of Camp Villages.                                                                                                                                           

|9.1 | MAPPING ANDSAMPLING OFHISTORICALWORK                                                                                                                                                                                                                                                                                                                                                                                                                            
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | According to the available historical reports, there was
      extensive exploration carried out in the Sheini area between 1945 and
      1980. No maps or tables showing the exact location of the historical
      workings (trenches and boreholes) remain. For this reason, prospecting
      focused on locating these old workings to obtain an overview of the scale
      of the historical exploration work.                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    | A total of 35 historical trenches, mainly trending
      eastwest, with a total length of around 2,076 metres have been located to
      date (Figure 9.1). Thirty-two trenches were located in the syncline area,
      west of Camp Villages. Only three trenches have so far been located in the
      ridges east of the Sangba Village. There are likely some undiscovered
      historical trenches in the area west and southwest of Sheini
    Village.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|9-1                                       

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FIGURE9.1:Historical Trenches
and Drillholes Located Close to Sheini

The trenches are situated mainly along
the ridges and steep slopes exposing the iron mineralization where access for
drilling was difficult. Most of the trenches are oriented in an eastwest
direction, which is perpendicular to the trend of the iron mineralization. Only
a few trenches in the syncline area are oriented in a northsouth direction. At
the time when the trenches were located during 2010 and 2011, they were largely
overgrown and partly collapsed. All of the discovered historical trenches have
since been excavated by hand. The average width of these trenches is 0.75 1.0
metres. The depth of the trenches varies depending on the depth of the bedrock
but ranges between one and four metres. The length of the individual historical
trenches ranges between 10 and 163 metres.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|9-2                                       

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The following trench parameters were
measured and recorded from each trench that was located during prospecting:

| |  | Coordinates of the start and end
      of the trench using a handheld GPS
| | - | -------------------------------------------------------------------------
| |  | Length of the trench                                                     
| |  | Direction and inclination using a
      geological compass               
| |  | Lithology                                                                
| |  | Dip and strike of each rock
      formation                              

In addition to the trenches, 18
historical boreholes were located during prospecting (Figure 9.1) . According to
the historical reports, 23 boreholes were drilled during the 1950s1970s. It is
not clear which of the located collars were drilled by Jacques team in the
1950s or by the Soviet team in the 1960s. Nearly all of the located boreholes
are vertical or nearly vertical. Casing with 120 millimetres diameter was
usually left at the drill pad to mark the borehole location (Plate 9.1) .
Borehole numbers are still visible at some collars. Concrete sumps are located
close to every drill pad and there is also evidence of old access roads
connecting the drill pads with the old road system as well as discarded drill
equipment (Plate 9.2) . Core was occasionally found at drill pads. In one
instance, approximately 30 metres of core was left on the ground close to the
borehole with number BH10 (Plate 9.3) . The entire core is from the hanging wall
sequence (grey mudstone, greywacke, and quartzite). Pieces of core from the iron
sequence were not found, indicating these were removed from the area for
sampling.

As with the historical trenches, there
appears to be very limited data related to the drilling program remaining in the
archives of the GGSD. Appendix A includes coordinates of all historical
boreholes that have been located to date.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|9-3                                       

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Plate 9.1: Historical drill hole
casing. Plate 9.2: Old drill bit from historical work. Plate 9.3:
Historical drill core. Plate 9.4: Channel sampling of near-surface Iron
Formation in re-opened historical trench.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|9-4                                       

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|9.2 | GEOLOGICALMAPPING                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | Although the Sheini area was mapped in detail several
      times in the past (19451980), only one basic geological map made by the
      Soviet geologists remains in the government archives. For this reason,
      reconnaissance geological mapping was carried out over the Project Area to
      examine the approximate extent of the iron mineralization and the
      surrounding lithological types to help with planning further exploration
      programs. This mapping covered the whole Project Area with surface
      outcrops of iron mineralization from Tatale in the north to Kubalem in the
      south. Due to inaccurate topographic maps (official maps 1:50,000), an
      Aster contour map was used as a basis for mapping (Figure 9.1). The
      following information was collected during the reconnaissance geological
      mapping:

| |  | Lithology at documented surface
      outcrops (150 outcrops)                       
| | - | ------------------------------------------------------------------------------------
| |  | Structural measurements (dip
      direction and dip)                               
| |  | Samples from outcropping Iron
      Formation and surrounding lithology (23 samples)

After documenting the surface outcrops
of the iron mineralization, it was clear that more detailed mapping would be
required to provide adequate information to construct cross sections. A scale of
1:2,500 was chosen as the best for this purpose. Geological units with a
thickness of 2.5 metres or greater could then be represented on the map. The
syncline structure west of Camp Villages was chosen as the best location for the
pilot mapping project at this scale due to the greater outcrop density and the
possibility that this will be one of the first areas to be drilled. An area of
approximately 1.370 km x 1.480 km was mapped (Figure 9.2) at this scale and four
1,375-metre-long cross sections (with 400-metre spacing) were constructed
(Figure 9.3) .

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FIGURE9.2:Detailed Geological
Map of the Area West of Camp Villages



FIGURE9.3:Interpreted EastWest
Cross Section N1007100

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|9-6                                       

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|9.3 | TRENCHCLEANING ANDSAMPLING                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | In total, 35 historical trenches were discovered during
      prospecting work across the Project Area. According to the historical
      reports (Jacques, 1958; Bobrov and Pentelkov, 1964), these trenches were
      documented and channel sampled and the samples were assayed. The trench
      coordinates maps with trench locations, a large part of the trench
      documentation, and the sample assays are missing from the
  archives.                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | Nearly all of the trenches are located in places with
      difficult accesson upper parts of the ridges or on steep slopes on the
      ridges and hills. During the last 4050 years, the trenches have been
      filled by natural collapses and some of them have become almost invisible
      in the field. Limited or impossible access to the trenches excluded use of
      a mechanized excavator and the trenches were cleaned by hand using labour
      from Sheini and Camp Villages (Plate 9.4).
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | In total, 29 trenches (including extensions) with an
      approximate length of 1,552 metres have been cleaned and prepared for
      sampling to date. The coordinates of the cleaned trenches are summarized
      in Appendix B.                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    | One-meter channel sampling was used to collect samples
      from the cleaned historical trenches. The following procedure was used for
      the trench documentation and sampling:                                                                                                                                                                                                                                                                                                                             

| |  | The start and end of the trench were marked by wooden
    poles and coordinates were collected using an accurate handheld GPS.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | The preferred trench wall (with good lithological
      profile) was chosen for sampling and measured. The shape and geological
      features were sketched on millimetre graph paper at a scale of 1:100 to
      1:500. These drawings were then transferred onto computer to produce a JPG
      image.                                                                                                                                                                                                                                                                                                        
| |  | The trench interval with continuous lithological profile
      where the bedding was angled (not parallel) with the horizontal sampling
      line was marked with spray paint (startblue; endred). The coordinates of
      the start and end of the sampling interval were recorded using an accurate
      handheld GPS.                                                                                                                                                                                                                                                                                      
| |  | The sampling area was divided into one-metre intervals
      (marked by yellow spray paint) using a tape measure.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |  | Each metre was carefully sampled using channels 35
      centimetres wide and 23 centimetres deep. Four labourers were used for
      the sampling to increase the speed of the sample collection. The samples
      were numbered similar to the trenches, but without a dash between the
      abbreviation and number. For example, STW0001 is the first sample from the
      trench number STW-01. On completion of the sampling, the trench number was
      visibly marked on a flat surface close to the trench and on a metal
    signpost. The samples were collected into numbered clear plastic bags.

Due to the poor conditions of the
historical trenches (collapses, weathered zones, bedding), the total length of
the sampled intervals was smaller than the length of the trenches. In total 656
metres of channel sampling was carried out in 29 cleaned trenches (including
extensions) with approximate total trench length of 1,552 metres. These 656
metres of channel sampling represent 659 channel samples (in total 755 samples, including 73 sample
      duplicates and 23 field blanks). The 307 samples were prepared and assayed
      by ALS laboratory in Kumasi. The rest of the samples (449) are stored
      securely ready for transport in the future. Details of channel sampling
are provided in Appendix C.

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|9.4 | TRENCHSAMPLINGRESULTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    | The results of the 269 trench samples (excluding blanks
      and duplicates) adequately confirm the results presented by historical
      explorers. The results (presented in Tables 9.19.12 and summarized in
      Table 9.13) also confirm the field geological and mineralogical
      observations that BIF, due to its composition, grain size, and texture, is
      typically higher grade than Fragmental. Trench sampling results from the
      sampled and assayed trenches are presented as tables with highlighted
      FeTOTvalues for high- (>50% FeTOT), medium-
      (3050% FeTOT), and low- (<30% FeTOT) grade iron
  mineralization. Detailed results are presented in Appendix D.

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|9-11                                      

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|9-12                                      

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TABLE9.13:SummaryStatisticsfromTrenchSampleAnalysis

Lithology
      Fetotal.(%)
      Fe2O3(%)Min.
      Max.
      Median
      Mean
      Min.
      Max.
      Median
      MeanBandedIronFormation(n=105)
      30.98
      60.08
      48.05
      47.50
      44.30
      85.90
      68.70
      67.91FragmentalIronFormation(n=155)
      29.03
      55.04
      38.33
      38.84
      41.50
      78.70
      54.80
      55.53Fragmental Iron Formation (weathered) (n=9)
      16.51
      25.46
      20.07
      20.55
      23.60
      36.40
      28.70
      29.39


Lithology
      SiO2(%)
      P2O5(%)Min.
      Max.
      Median
      Mean
      Min.
      Max.
      Median
      MeanBandedIronFormation(n=105)
      6.86
      47.40
      24.50
      24.00
      0.02
      0.58
      0.14
      0.15FragmentalIronFormation(n=155)
      14.20
      48.60
      30.60
      30.72
      0.02
      0.98
      0.20
      0.22Fragmental Iron Formation (weathered) (n=9)
      43.00
      51.70
      46.20
      46.32
      0.08
      0.15
      0.10
      0.11


Lithology
      Al2O3(%)
      TiO2(%)Min.
      Max.
      Median
      Mean
      Min.
      Max.
      Median
      MeanBandedIronFormation(n=105)
      0.76
      7.78
      2.90
      3.38
      0.07
      0.43
      0.18
      0.19FragmentalIronFormation(n=155)
      1.35
      11.25
      6.80
      6.50
      0.10
      0.62
      0.38
      0.37Fragmental Iron Formation (weathered) (n=9)
      10.85
      13.60
      12.20
      12.17
      0.58
      0.70
      0.64
      0.64


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|9.5 | TRACEELEMENTS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | The inclusion of even small amounts of some elements can
      have profound effects on the behavioural characteristics of a batch of
      iron or the operation of a smelter. These effects can be both positive and
      negative. Some chemicals are deliberately added (such as flux, which makes
      a blast furnace more efficient). Others elements are added because they
      make the iron more fluid or harder or give it some other desirable
      quality. The choice of iron ore, fuel, and flux determine how the slag
      behaves and the operational characteristics of the iron
produced.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | Ideally, iron ore contains only iron and oxygen. This is
      rarely the case in reality. Typically, iron ore contains a host of
      elements that are often unwanted in modern steel. Trace amounts of
      deleterious elements in an iron ore product will result in penalties from
      the end-user. As a result, it is important to consider the amounts of
      certain elements in the mineralized rocks.                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | It should be noted that all of the trench results
      presented in this report are from samples located within a few metres of
      surface and that they are therefore not representative of the Iron
      Formation chemistry at depth. In addition, the raw chemistry of Iron
      Formation at surface is not representative of the chemistry after
      beneficiation.                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | In the graphs presented below, the BIF is typically more
      pure than the Fragmental. This is because the fragments in the Fragmental
      introduce a percentage of non-iron chemistry.                                                                                                                                                                                                                                                                                                                                                                                                                       

|9.5.1 | Silica                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|      | Silica (SiO2) is almost always present in iron
      ore, but most of it is slagged off during the smelting process. At
      temperatures above 1,300°C some will be reduced and form an alloy with the
      iron. The hotter the furnace, the more silica will be present in the final
      iron product.                                                                                                                                                                                                                                                                                                                                                                                                         
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|      | BIFs (and associated Fragmental) typically contain
      significant silica. Unoxidized, primary BIF consists mainly of magnetite
      and silica. The near-surface, oxidized BIF consists primarily of hematite
      (martite) and silica. It is therefore not surprising that the near-surface
      Iron Formations at Sheini contain significant silica, on the order of
      1050%. In order for the Iron Formations to be upgraded to iron
      concentrate, the silica will have to be reduced through a process of
      beneficiation. This process is likely to consist of crushing, grinding,
      and either gravity or magnetic separation. Figure 9.4 shows total iron
      plotted against SiO2.
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|9.5.2 | Aluminum                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|      | Alumina (Al2O3) is very hard to
      reduce so aluminum contamination of the iron is not a problem. However, it
      does increase the viscosity of the slag, which can have a number of
      adverse effects on furnace operation. Thicker slag will slow the descent
      of the charge, prolonging the process. High aluminum content in the slag
      will also make it more difficult to tap off the liquid slag. At the
      extreme, this could lead to a frozen furnace. Increasing the amount of
      lime flux will counter this effect in the blast
furnace.                                                                                                                                        

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|      | With the exception of some end-member fragmental samples,
      the Al2O3content (Figure 9.5) is generally less
      than 10%. It could be expected that normal beneficiation processes would
      reduce this content to less than 3%, essentially through removal of the
      non-iron-formation fragments in the rock.     
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                                  
|9.5.3 | Phosphorous                                                                                                                                                                                                                                                                                                                      
|      |                                                                                                                                                                                                                                                                                                                                  
|      | At phosphorous (P) concentrations greater than 0.2%, iron
      becomes increasingly cold-short, or brrittle, at low temperatures.
      Phosphorus cannot be easily removed by fluxing or smelting, and so iron
      ores must generally be low in phosphorus to begin with.                                                   
|      |                                                                                                                                                                                                                                                                                                                                  
|      | The concentrations of P2O5in the
      Sheini Iron Formation samples (Figure 9.6) from surface are not considered
      to be problematic from the perspective of phosphorous content.                                                                                                                                           
|      |                                                                                                                                                                                                                                                                                                                                  
|9.5.4 | Sulfur                                                                                                                                                                                                                                                                                                                           
|      |                                                                                                                                                                                                                                                                                                                                  
|      | Due diligence sample analysis did not include sulfur (S)
      analysis. Based on the deposit model and examination of hand specimens
      from near-surface samples, sulfur is not expected to be a problem element.
      This will be confirmed by detailed analysis of drill core in the upcoming
      exploration program.



FIGURE9.4:Iron Grade versus SiO2

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FIGURE9.5:Iron Grade versus Al2O3



FIGURE9.6:Iron Grade versus P2O5

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10     DRILLING

No drilling has been undertaken by Emmland or Cardero Ghana to
date. Drilling is recommended and planned for the upcoming exploration
program.

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11      SAMPLE
PREPARATION, ANALYSES, AND SECURITY

|**11.1** | SAMPLINGPROCEDURE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|-------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|         | All samples presented in this report were collected by
      Dr. Karel D. Maly from Aurum Exploration Services, Ireland. Aurum is a
      well-respected and internationally recognized consulting firm,
      specializing in management of exploration programs at all levels from
      grassroots- to feasibility-level studies.                                                                                                                                                                                                                                                   
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|         | Care was taken to ensure that channel samples were taken
      across true width, relative to dip and structure.                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|         | All samples were packed into thick, clear plastic bags.
      The sample number was written on the bag with permanent marker, on an
      aluminum tag (inserted into the bag), and on a paper tag (inserted visibly
      into the folded part of the sample bag), and the sample bag was stapled
      closed.                                                                                                                                                                                                                                                                       
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|**11.2** | SAMPLINGTRANSPORT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|         | The samples, once sealed into bags, were transported to
      Emmalands secure storage location at Zabzugu, before onward transport to
      the ALS laboratory at Kumasi. The samples were stored in rows in numeric
      order for easy identification of samples. For transport to the laboratory,
      the samples were placed into large rice bags (usually 10 samples per one
      rice bag) with sample numbers written on the outside of the rice bags.
      These large rice bags were secured with cable ties and transported by road
      to the laboratory at Kumasi.

|**11.3** | SAMPLEANALYSIS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|         | The ALS laboratory at Kumasi was the primary laboratory
      used for preparation and analysis of samples. Dr. Maly visited the
      laboratory in 2011 to ensure that all aspects of sample preparation and
      analysis were satisfactory. ALS is a global network of laboratories, which
      operates to the highest international standards. ALS has developed and
      implemented at each of its locations a Quality Management System (QMS)
      designed to ensure the production of consistently reliable data. Most ALS
      Minerals laboratories are registered or are pending registration to ISO
      9001:2008, and a number of analytical facilities have received ISO 17025
      accreditations for specific laboratory procedures.
      At the laboratory, the
        samples were crushed, pulverized, and assayed. Lithogeochemical analysis
        using the Lithium Borate Fusion and ICP-AES was used by ALS (code
        ME-ICP06) to determine the major elements oxides (SiO2,
        Al2O3, Fe2O3, CaO, MgO,
        Na2O, K2O, Cr2O3,
    TiO2, MnO, P2O5, SrO, BaO and LOI).

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|**11.4** | QUALITYCONTROLPROCEDURE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|         | No Certified Reference Material
        (CRM) was acquired and no CRMs were inserted into the batches of samples
        sent to ALS for preparation and analysis. The QA/QC procedure consisted
        of the insertion of field duplicated (inserted every 11thsample)
        and field blank (inserted every 35thsample) material. The
        field blank material consisted of white barren quartzite collected from
        quartzite outcrops northwest of Sheini Village (coordinates 223156E 1015989N).
        Finally, prepared pulps for 10% of the assayed samples (29 samples) were
        sent to OMAC in Ireland for analysis and comparison with the ALS laboratory
        in Ghana.

|**11.4.1** | Field Duplicate Performance                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|---------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|           | The field duplicates (N=29 samples)
        were collected as a second sample from the same channel with the same
        technique and at the same time as the original sample. Figure 11.1 presents
        graphs comparing the iron results of duplicates with the original samples.
        Results are generally very good. However, seven duplicate samples had
        a difference between duplicate and original sample of more than 5%, and
        two samples had a difference greater than 10%. This could be due to localized
        lithological inhomogeneity of the sampled interval (narrow intervals of
        baanded/fragmental lithology) or by the fact that it had been sampled
        by hand. The repeatability of the results between the original and duplicate
        samples is considered to be sufficient.



FIGURE11.1:Fe2O3Routine
  Sample versus Field Duplicate Assay (left); Sample Pair Average versus
  Relative Difference (%) (right)

|11.4.2 | Field Blank Performance                                                                                                                                                                                                                                                                                                                                                                                    
|------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Due to the local absence of thick quartz
        veins in the area, white quartzite from a nearby ridge was used as a blank
        material (due to having the highest amount of silica and lowest amount
        of impurities). Quartzite collected from the quartzite outcrops (coordinates
        223156E 1015989N) northwest of Sheini Village was used as the blank for
        all sample batches.

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The assays show minor
inhomogeneity of this blank with SiO2content in the range of 92%97% and Fe content
in the range of 0.6% 1.3% (Figure 11.2) . No gross
carryover contamination during sample preparation
was detected using this material; however, certified blank
or pure quartz from another part of Ghana will be
used for future work.



FIGURE11.2:Field Blank
Performance

|11.4.3 | OMAC Laboratory Check Analysis                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | Due to the minor inhomogeneity of the blank material and
      lack of CRMs (standards) during the sampling, it was decided to improve
      the data verification and test the quality and accuracy of the ALS assays.
      Ten percent of the prepared pulps (N=29 samples) were sent to OMAC in
      Ireland for check analyses. OMAC holds ISO 17025:2005
  certification.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | The same analytical method as used by ALS
      (lithogeochemical analysis using the Lithium Borate Fusion and ICP-AES
      (code BF/ES)) was chosen to obtain comparable results.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       | Results indicate good correlation of the iron data
      between the ALS (original) and OMAC (check) laboratories for the samples,
      with a slight high bias (~2%) in the OMAC results. Five check samples,
      however, exhibit more than 10% relative difference, and all have lower
      Fe2O3results in the check assays (OMAC). These
      samples are currently being re-run by OMAC in order to discern whether
      this may have been an intra-batch analytical error at the laboratory. If
      the results are similar, ALS will be asked to re-assay these samples. If
      both laboratories repeat these results, there may have been a sample
      number mix-up, and the original trench interval should be re- sampled and
      submitted. This issue will be followed up. This issue notwithstanding, the
      overall quality of the analytical data is considered to be
  good.

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FIGURE11.3:Fe2O3Original
  ALSAssay verus OMAC Check Assay (left); Sample Pair Average versus Relative
  Difference (%) (right)

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12     DATA VERIFICATION

The quality control methods that Emmaland and Cardero Ghana
have put in place with respect to sampling and analysis are discussed in the
previous section.

Historical data has not been verified and has not been relied
upon.

The author is confident that the quality of the data presented
in this report conforms to international standards and is sufficient for the
stage of exploration. The data confirm the conclusions of historical workers and
the observations made by the author on the ground.

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13     MINERAL PROCESSING
AND METALLURGICAL TESTING

Metallurgical work has not yet been undertaken with respect to
the Project but is recommended in Section 26.

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14     MINERAL RESOURCE
ESTIMATES

No mineral resource estimate was completed as part of this
report.

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15     MINERAL RESERVE
ESTIMATES

No mineral reserve estimate was completed as part of this
report.

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16     MINING METHODS

No mining study has been completed for this report due to the
early stage of the exploration project.

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17     RECOVERY METHODS

Metallurgical work has not yet been undertaken at the Project
but is recommended in Section 26.

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18     PROJECT
INFRASTRUCTURE

In November 2011, Cardero Ghana commissioned Stonehouse
Construction, an Australian contracting and consulting firm, to complete a
preliminary transportation study. The purpose of the work was to identify and
review high-level iron ore transportation options from the Project Area to a
port. The report identified a number of potentially viable transportation
options. Cardero Ghana is currently awaiting a proposal for a follow-up study,
which will evaluate transportation options in more detail. Cardero Ghana
recognizes that if exploration at the Project is successful, the development of
viable material handling and transportation plans will be essential. Cardero
Ghana intends to continue infrastructure viability studies in tandem with the
ongoing exploration programs.

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19     MARKET STUDIES AND
CONTRACTS

No market or contract studies have been completed for this
report.

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20     ENVIRONMENTAL
STUDIES, PERMITTING, AND SOCIAL OR COMMUNITY IMPACT

Due to the early stage of the Project, Cardero Ghana has not
yet initiated environmental studies, but environmental baseline work is
recommended in Section 26.

Cardero Ghanas current community engagement strategy has three
objectives:

- The effective and timely dissemination of information on the Project,
  including Cardero Ghanas plans and activities, to the community and
  interested stakeholders. This includes the ongoing dissemination of
  information on the existence and progress of the Project in general and will
  also include targeted information and awareness activities on specific Project
  activities as necessary  e.g. when undertaking an airborne survey and at
  specific phases of the Project drilling activities.
- The maintenance of good relations with people and their representatives in
  communities affected by the Project. Cardero Ghana will continue its focus on
  building and maintaining positive relations with local and community leaders
  in the area and with relevant local and regional official representatives.
- The development and implementation of a community development and
  investment strategy that will target and support key areas and aspects of
  community life identified as important and where Cardero Ghanas involvement
  can make an appropriate and demonstrable positive impact. Already, Cardero
  Ghana has upgraded the roads in the immediate vicinity of the Project, thereby
  contributing to the ease and safety of transport of local people and
  businesses.

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21     CAPITAL AND
OPERATING COSTS

A study of future capital or operating costs has not been
completed due to the early stage of the Project.

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22     ECONOMIC ANALYSIS

No economic analysis has been prepared for this Project due to
its early stage.

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23     ADJACENT PROPERTIES

There are no other iron exploration projects or iron producing
operations close to the Project.

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24     OTHER RELEVANT DATA
AND INFORMATION

Not applicable.

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25    INTERPRETATION AND
CONCLUSIONS

The Prospecting Licences cover an extensive belt of iron
mineralization starting near Tatale in the north, running southward to Sheini
Village, and continuing further south beyond the village of Kubalema total of
more than 50 kilometres. The Iron Formation forms ridges that rise several
hundred metres high above the surrounding savannah and extend for more than 35
kilometres in a northsouth direction. The Iron Formations are interpreted to
extend undercover through the entire length of the Project Area, but this
interpretation will have to be proved through exploration drilling in 2012.

Two large exploration projects have previously been completed
between 1945 and 1980. The majority of the historical information, including
reports, location maps, geological maps, and cross sections, is no longer
available. The information that is available does not conform to modern
reporting standards and cannot be relied upon.

The current exploration work in the Project Area has focused on
prospecting and reconnaissance geological mapping across the known mineralized
area, with detailed geological mapping of the syncline area west of Camp
Villages (southwest of Sheini Village), and on the cleaning, documentation, and
sampling of the historical trenches discovered in the syncline area.

The historical trenches in the Project Area were extensively
re-sampled between December 2010 and mid-2011. The majority of the samples were
collected as one-metre-long channel samples to obtain continuous information
(lithological, geochemical) over the width of the outcropping Iron Formation at
surface. The initial trench samples were sent to the certified ALS laboratory at
Kumasi, Ghana. Check samples comprising 10% of these samples (29) were sent for
check analysis at ALS Groupcertified OMAC in Ireland.

The assay results reflect and confirm the geological features
observed in the field during trenching and geological mapping. The results also
reflect the available historical assay data that were produced in the 1950s and
1960s.

The results to date (Table 25.1) demonstrate that the BIF is
higher grade than the Fragmental. This difference is due to content of the
barren fragments in the Fragmental. It is also clear from the results that the
Fragmental is affected by weathering in the surface outcrops, where the
weathering of the fragments of granitic composition disintegrates the rocks and
decreases the iron content (clayish lateritic soil is produced). The BIF is more
weathering resistant and is forming the morphological ridges.

TABLE25.1:Iron Results for
Major Iron Formation Lithologies

Lithology
      Fetotal.(%)Min.
      Max.
      Median
      MeanBandedIronFormation(n=105)
      30.98
      60.08
      48.05
      47.50FragmentalIronFormation(n=155)
      29.03
      55.04
      38.33
      38.84Fragmental Iron Formation (weathered) (n=9)
      16.51
      25.46
      20.07
      20.55


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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|25-1                                      

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26    RECOMMENDATIONS

Cardero Ghana, as operator of the Emmaland-Cardero Sheini Hills
Joint Venture, has exploration expenditure commitments of USD 9.18 million to be
expended by December 8, 2013. This minimum expenditure commitment is a sum of
three separate USD 3.06 million commitments, relating to each of the three
Prospecting Licences.

|**26.1** | RECOMMENDEDEXPLORATIONPROGRAM                                                                                                                            
|-------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------
|         |                                                                                                                                                          
|         | A $19.35 million exploration program (which excludes
      joint venture payments) is recommended for the upcoming period ending
      December 12, 2013.

|26.1.1 | Multispectral Interpretation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Cardero Ghana has signed a contract with Murphy
      Geological Consultants, Ireland, for the processing and interpretation of
      satellite imagery (Landsat ETM+ and ASTER) covering the Project Area. This
      work is in progress with results expected in Q1 2012. The work will
      identify surface alteration of rocks associated with the oxidation and
      upgrade of primary BIF. Additionally, the study will provide a preliminary
      structural understanding of the Project Area.                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|26.1.2 | Airborne Geophysical Survey                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Cardero Ghana has signed a contract with Geotech Airborne
      Limited, who will complete an airborne geophysical survey in Q1 2012. The
      survey will comprise approximately 3,000 line kilometres of V-TEM,
      Magnetic, and Radiometric data collection. Interpreted data are expected
      to be available in Q2 2012.                                                                                                                                                                                                                                                                                                    
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | The aim of the geophysical survey is to define the extent
      of BIF and Fragmental at surface and under cover, along strike to the
      north and south. Additionally, in seeking areas of hematite-rich,
      silica-poor direct shipping ore (DSO), the geophysical data should help
      to define drill targets. V-TEM and radiometric data will help outline and
      interpret the geological setting of the belt by highlighting resistivity
      and compositional changes.                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|26.1.3 | Geological Mapping & Structural
  Review                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Additional geological mapping should be performed,
      concentrating at first on topographic highs and ultimately covering the
      entire Project Area to provide geological context to the iron-dominant
      ridges. On receipt of interpreted multispectral and geophysical data,
      geologists will revisit specific areas where priority targets have been
      identified. This ground-truthing may only be possible on topographic highs
      and all targets will ultimately require drill testing. A structural review
      by a specialist in structural geology is also recommended prior to drill
      testing.

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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|26-1                                      

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|26.1.4 | Diamond Drilling                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Cardero Ghana has signed a contract with Geodrill Limited
      to complete an initial 10,000 metres (Phase I) diamond drill program at
      the Project. The drilling will focus on the testing of specific
      geophysical targets aimed at identification of DSO. In addition, a number
      of drill holes will be drilled regionally, aimed at understanding the
      geological setting of the Project Area and understanding the relationship
      between iron grade, oxidation state, and depth. Additional drilling will
      be planned based on the results of the Phase I program.                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | All initial drilling should collect oriented core to
      facilitate structural interpretations. As well as detailed geological
      logging, geologists should collect basic geotechnical information. Routine
      measurement of magnetic susceptibility and specific gravity is also
      recommended.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|26.1.5 | Analysis & Metallurgical Testing                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | All drill core will be routinely analyzed by XRF. The
      total iron percentage provided from the XRF will reflect all iron in the
      sample, including iron from magnetite, hematite, and other iron- bearing
      minerals.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | All sample pulps should also be analyzed using a
      Satmagan, providing accurate analysis of only the ferro-magnetic compounds
      of iron such as magnetite. In the early stages of the drill program, 10%
      of samples should be also analyzed using a Davis Tube test, which uses an
      extremely powerful electromagnet, a glass separation tube, and a
      motor-driven agitation system. This equipment provides a clean concentrate
      of the magnetic fraction, which can be analyzed using an XRF method. The
      Satmagan method is considerably less expensive and less time-consuming
      than the Davis TubeXRF method. If the results of the Davis Tube tests can
      be correlated with the less expensive Satmagan results (as may be expected
      in BIF mineralogy), the Satmagan method can replace the routine use of
      Davis Tube tests.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Diamond drilling will include a proportion of large
      diameter HQ drilling to be used in preliminary, bench-scale beneficiation
      tests. A program of crushing and grinding, together with magnetic and
      gravity separation, is anticipated but has not yet been planned in
      detail.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|26.1.6 | Preliminary Infrastructure Study                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | Cardero Ghana is expecting to engage a consulting firm to
      complete a detailed infrastructure and transport study to help with future
      project planning.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|26.1.7 | Resource Estimate                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       | It is recommended that an independent consulting firm be
      engaged to monitor early-stage exploration planning and procedures and to
      ultimately produce a 43-101 Resource Estimate for the
  Project.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            

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|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|26-2                                      

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|26.1.8 | Environmental Baseline                                                                                               
|------ | ---------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                      
|       | It is recommended that Cardero Ghana initiate an
      environmental baseline study across the entire Project
  Area.

|**26.2** | BUDGET                                                                                                                                                                                                                                                                                                              
|-------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|         |                                                                                                                                                                                                                                                                                                                     
|         | A preliminary budget of $5.79 million is recommended to
      move the Project through phase I drilling and metallurgical testing in
      2012. The detail of this budget is outlined below (Table 26.1). A budget
      of $13.56M is recommended for 2013. The total budget to December 8, 2013
      is $19.35M.

TABLE26.1:Preliminary Budget

2012RecommendedBudget
      EstimateGhana Office and G & A
    $315,000Exploration Camp Expansion
    $305,000Airborne Geophysics
    $504,000Drilling (10,000m), Geology, Core Sampling & handling
    $2,100,000Sample Analysis
    $711,000Infrastructure and site development
    $390,000Travel
    $260,000Metallurgical Testing
    $180,000Independent 43-101 Resource Estimate
    $240,000Staff
    $790,000$5,795,000


2013RecommendedBudget
      EstimateGhana Office and G & A
    $240,000Exploration Camp Expansion
    $80,000Airborne Geophysics
    $0Drilling (50,000m), Geology, Core Sampling & handling
    $10,550,000Sample Analysis
    $790,000Infrastructure and site development
    $65,000Travel
    $340,000Metallurgical Testing
    $260,000Independent 43-101 Preliminary Economic Assessment
    $240,000Staff
    $995,000$13,560,000


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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|26-3                                      

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27    REFERENCES

Bobrov,
  S., Pentelkov, V. 1964. Report on the
  Geology and Minerals of the Eastern Part of the Bimbila-Zabzugu Area. Archive
  Report No. 59, GSD, Accra, p. 1-55.

Jacques,
  E. H. 1958. Report on the Sheini Iron
  Ore Deposits. Archive Report No. 85, GSD, Accra, p. 1-47.

Wright,
  J. B., Hastings, D. A., Jones, W. B., Williams, H. R. 1985. Geology and Mineral Resources of West Africa.
  George Allen & Unvin, London, pp. 56-82.



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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
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APPENDIX A: COORDINATES OF HISTORICAL BOREHOLES

BoreholeNo.
    Easting
    Northing
    Elevation
    CommentsBH-01
    220969
    1007387
    245
    Old BH-10, verticalBH-02
    221121
    1007912
    225
    VerticalBH-03
    221019
    1006684
    224
    VerticalBH-04
    221204
    1007387
    264
    Old BH-6, verticalBH-05
    221019
    1007058
    234
    VerticalBH-06
    220212
    1010569
    290
    VerticalBH-07
    220189
    1011075
    324
    VerticalBH-08
    221279
    1007169
    264
    Inclined 20-30 deg WBH-09
    220696
    1007400
    278
    Old BH-6, inclined 75WBH-10
    220819
    1007592
    241
    VerticalBH-11
    220828
    1007595
    240
    VerticalBH-12
    220738
    1007053
    238
    VerticalBH-13
    220917
    1006720
    232
    Prepared but not drilledBH-14
    220869
    1008070
    271
    VerticalBH-15
    220336
    1009381
    262
    VerticalBH-16
    220140
    1008085
    285
    VerticalBH-17
    220248
    1008078
    284
    VerticalBH-18
    220426
    1008793
    301
Vertical


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|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
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APPENDIX B: COORDINATES OF SAMPLED TRENCHES

Start of Trench
      End of TrenchTrenchNo.
      **Easting**
      **Northing**
      **Elevation**
      Easting
      Northing
      **Elevation**
      Length
      DirectionSTW-01
      221080
      1006722
      252
      221061
      1006721
      251
      19
      270STW-02
      221114
      1007014
      302
      221063
      1007016
      286
      51
      279STW-03
      221162
      1007054
      295
      221136
      1007056
      305
      31
      280STW-3b
      221136
      1007056
      305
      221132
      1007056
      311
      6
      280STW-04
      221193
      1007201
      293
      221120
      1007219
      298
      76
      288STW-04b
      221246
      1007197
      288
      221194
      1007200
      293
      54
      288STW-05
      221168
      1007315
      271
      221050
      1007317
      260
      118
      274STW-06
      221262
      1007308
      276
      221230
      1007311
      280
      31
      285STW-07
      221142
      1007375
      271
      220983
      1007384
      254
      158
      278STW-08
      221262
      1007383
      275
      221207
      1007383
      263
      53.5
      275STW-09
      221247
      1007587
      257
      221223
      1007587
      253
      25.5
      275STW-10
      221212
      1007705
      267
      221195
      1007701
      266
      17
      254STW-11
      221207
      1007910
      241
      221173
      1007912
      236
      31.6
      270STW-12
      220775
      1008052
      289
      220682
      1008056
      307
      97
      274STW-13
      220636
      1007886
      345
      220587
      1007893
      329
      52
      272STW-14
      220588
      1007608
      339
      220531
      1007617
      339
      61
      279STW-15
      220554
      1007506
      350
      220520
      1007507
      341
      34
      274STW-16
      220674
      1007414
      288
      220511
      1007426
      329
      167
      272STW-17
      220574
      1007053
      307
      220499
      1007055
      320
      71
      272STW-18
      220520
      1006973
      329
      220481
      1006973
      316
      44
      270STW-19
      220251
      1006730
      331
      220219
      1006731
      324
      31
      272STW-20
      220499
      1006724
      338
      220473
      1006717
      317
      28
      270STW-21
      220486
      1006627
      318
      220428
      1006630
      297
      63
      274STW-21b
      220504
      1006626
      313
      220486
      1006627
      318
      17
      274STW-22
      220603
      1006171
      255
      220598
      1006249
      290
      78
      351STW-22b
      220598
      1006249
      290
      220595
      1006278
      300
      25
      351STW-23
      220827
      1006419
      294
      220816
      1006425
      290
      15.8
      297STW-24
      221011
      1006589
      219
      220930
      1006604
      266
      74
      279STW-24b
      221034
      1006590
      203
      221011
      1006589
      219
      23
      279


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|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|II                                        

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APPENDIX C: DETAILS OF CHANNEL SAMPLING IN TRENCHES

Start
        of Sampling
      End of SamplingTrench
      Length
      Easting
      Northing
      Easting
      Northing
      Length
      No. ofSTW-01
      19
      221077
      1006722
      221067
      1006723
      11.4
      13STW-02
      51
      221114
      1007014
      221102
      1007018
      11
      12STW-03
      31
      221144
      1007054
      221136
      1007056
      9
      11STW-3b
      6
      221136
      1007056
      221132
      1007056
      6
      6STW-04
      76
      221171
      1007207
      221121
      1007219
      51
      59STW-04b
      54
      221246
      1007197
      221219
      1007187
      29
      32STW-05
      118
      221141
      1007313
      221122
      1007314
      18
      20STW-06
      31
      221262
      1007308
      221238
      1007312
      25
      29STW-07
      158
      221131
      1007372
      221111
      1007371
      19
      22STW-08
      53.5
      221262
      1007383
      221230
      1007385
      29.5
      35STW-09
      25.5
      221247
      1007587
      221227
      1007588
      19
      21STW-10
      17
      221212
      1007705
      221195
      1007701
      17
      20STW-12
      97
      220733
      100853
      220699
      1008055
      38
      44STW-13
      52
      220636
      1007886
      220616
      1007891
      23
      27STW-14
      61
      220588
      1007608
      220562
      1007611
      30
      35STW-15
      34
      220554
      1007506
      220531
      1007507
      23
      26STW-16
      167
      220554
      1007424
      220528
      1007424
      30
      35STW-17
      71
      220535
      1007053
      220511
      1007053
      20
      24STW-18
      44
      220520
      1006973
      220505
      1006974
      20
      22STW-19
      31
      220251
      1006730
      220219
      1006731
      31
      35STW-20
      28
      220499
      1006724
      220473
      1006717
      28
      32STW-21
      63
      220486
      1006627
      220471
      1006629
      20
      23STW-21b
      17
      220504
      1006626
      220486
      1006627
      17
      20STW-22
      78
      220600
      1006233
      220598
      1006249
      30
      35STW-22b
      25
      220598
      1006249
      220295
      1006278
      25
      29STW-24
      74
      220992
      1006593
      220951
      1006604
      53
      61STW-24b
      23
      221034
      1006590
      221011
      1006589
      23
      27


|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|III                                       

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APPENDIXD:SAMPLEASSAYRESULTS



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|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|IV                                        

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|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|V                                         

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|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|VI                                        

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|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|VII                                       

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|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|VIII                                      

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|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|IX                                        

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| |  | 



|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|X                                         

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| |  | 



|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|XI                                        

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| |  | 
| |  | 



|                                          
|------------------------------------------
|CARDERO RESOURCE CORP.                    
|TECHNICAL REPORT SHEINI HILLS IRON PROJECT
|XII                                       

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