Eldorado
Gold Corporation



Annual
information form

for
the year ended December 31, 2010







March
30, 2011



























|ELD (TSX) | EGO (NYSE) | EAU (ASX)
|--------- | ---------- | ---------



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About
this annual information form



Throughout
this annual information form (AIF), we, us, our, Eldorado and the
company mean Eldorado Gold Corporation. This year means 2010.

All dollar
amounts are in United States dollars unless stated otherwise.

The
information in this AIF is as of December 31, 2010. We prepare the financial
statements referred to in the AIF according to Canadian GAAP, and file the AIF
with appropriate regulatory authorities in Canada and the United States.
Information on our website is not part of this AIF, or incorporated by
reference.

You can find
more information about Eldorado, including information about executive and
director compensation and loans outstanding, principal holders of our
securities, and securities authorized for issue under equity compensation plans
(our incentive stock option plan, for example), in our most recent management
proxy circular. You should also read our audited consolidated financial
statements and management's discussion and analysis (MD&A) for the year
ended December 31, 2010 which contain additional information. These are
filed under our name on SEDAR (www.sedar.com), or you can ask us for a copy by
writing to:

Eldorado Gold Corporation

VP Administration and Corporate
Secretary
1188 - 550 Burrard Street
Vancouver, BC V6C 2B5









What's
        insideAbout
        Eldorado
        2Key
        milestones in our history
        4About
        our Business
        6Regional
        review
        10Turkey
        10China
        23Brazil
        44Greece
        52Mineral
        reserves and resources
        58Risk
        factors in our business
        64Investor
        information
        78Governance
        81Schedule
        A - Audit committee
        terms of reference
        89




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Forward-looking
information and risks

This
document includes statements and information about what we expect to happen in
the future. When we discuss our strategy, plans and future financial and
operating performance, our mineral reserve and resource estimates and our
expected production, or other things that have not yet happened, we are making
statements considered to be forward-looking information or forward-looking
statements under Canadian and United States securities laws. We refer to
them in this AIF as forward-looking information.

Key things to
understand about the forward-looking information in this AIF:

- It
typically includes words and phrases about the future, such as plan, expect,
forecast, intend, anticipate, believe, estimate, budget, scheduled, may, could,
would, might, will, as well as the negative of these words and phrases.
- It
represents our current views, and can change significantly.
- It's
based on a number of assumptions that may prove to be incorrect, including
things like the future price of gold, anticipated costs and spending, and our
ability to achieve our goals.
- Actual
results and events may be significantly different from what we currently expect
due to the risks associated with our business, including the risks listed below,
and on page 64 of this AIF, which includes a discussion of material and other
risks that could cause actual results to differ significantly from our current
expectations:
- gold
price volatility
- risks
of not meeting production and cost targets
- discrepancies
between actual and estimated production, mineral reserves and resources and
metallurgical recoveries
- development,
mining and operational risk
- litigation
risks
- regulatory
restrictions, including environmental regulatory restrictions and liability
- risks
of sovereign investment and operating in foreign countries
- currency
fluctuations
- speculative
nature of gold exploration
- global
economic climate
- dilution
- share
price volatilit
- the
risks that the integration of acquired businesses may take longer than expected,
the anticipated benefits of the integration may be less than estimated and the
costs of acquisition may be higher than anticipate
- ability
to complete acquisitions
- competition
- ability
to obtain financing
- environmental
risks
- share
price volatility
- permitting
    risk
- community
and non-governmental actions and regulatory risks



Forward-looking
information is designed to help you understand management's current views of
our near and longer term prospects, and it may not be appropriate for other
purposes. We will not necessarily update this information unless we are required
to by securities laws.











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About
Eldorado



Based
in Vancouver, Canada, Eldorado owns and operates gold mines around the world.
Its activities involve all facets of the gold mining industry, including
exploration, discovery, development, production and reclamation. Our business is
currently focused on Brazil, China, Greece and Turkey.  Eldorado is
governed by the Canada Business Corporations Act.

Each operation has its
own general manager and operates as a decentralized business unit. We manage
exploration properties, merger and acquisition strategies, corporate financing,
global tax planning, regulatory compliance, metal and currency risk management
programs and general corporate matters centrally, at our head office in
Vancouver. Our risk management program is developed by senior management and
monitored by the board of directors.



Properties

|                                                                                                                                                                  |                                                                                                                                                                            |                                  
|----------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------
|Operating
      gold mines                                                                                                                                        | Development
      projects                                                                                                                                                 | Iron
      ore mine              
|Kişladağ,
      in Turkey (100%)
        Tanjianshan
       in China (90%)
        Jinfeng,
      in China (82%)
        White
          Mountain, in China (95%) | Eastern
      Dragon, in China (95%)
        Efemçukuru,
      in Turkey (100%)
        Tocantinzhinho,
      in Brazil (100%)
        Perama
      Hill, in Greece (100%) | Vila
      Nova, in Brazil (100%)

Kişladağ,
Efemçukuru, and Jinfeng are material properties for the purposes of NI 43-101.



Head office

Eldorado Gold
Corporation

Suite
1188 - 550 Burrard Street
Vancouver, British Columbia V6C 2B5

Telephone:
604.687.4018
Facsimile:  604.687.4026

Website:
www.eldoradogold.com



Registered office

Suite
2900 - 550 Burrard Street
Vancouver, British Columbia V6C 0A3



Other offices

|                                                    |                                                                                                                                                                                       |                                         |                               
|--------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------- | ------------------------------
|Turkey                                              | China                                                                                                                                                                                 | Brazil                                  | Greece                        
|Ankara
        Uşak
        Izmir
        Canakkale | Beijing,
        Xining,
      Qinghai Province
        Qianxinan
      Prefecture, Guizhou Province
        Baishan,
      Jilin Province
        Heihe,
      Heilongjiang Province | Belo
          Horizonte
        Macapa | Athens
        Alexandroupolis









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Subsidiaries

We
own our assets through 26 subsidiaries.

[aif004.gif]

















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About
our business



Eldorado
is one of the world's lowest cost gold producers, with new mines, robust
margins and a strong balance sheet. Our international expertise in mining,
finance and project development places us in a strong position to grow in value
and deliver superior returns for our shareholders as we create and pursue new
opportunities in gold and other resources.

Our
goal is to produce approximately 1.5 million ounces of gold annually by 2015.

Our
strategy is to actively pursue growth opportunities by discovering deposits
through grassroots exploration projects and acquiring advanced exploration,
development or low-cost production assets with a focus on Brazil, China, Greece,
Turkey and the surrounding regions, preferably with sound management and the
potential for increased mineral resources.

All
of our mining and operations comply with local and international environmental
standards. We implement practices described in our environmental impact
assessment and feasibility studies to maintain compliance.

We
employ approximately 4,400 people and contractors worldwide, with the majority
from the local communities near our operations. We invest in health and
education programs and we partner with local communities to create new
opportunities for economic development.

As
at December 31, 2010, we had hourly workers, contractors and permanent employees
in five countries. We also engage a number of contractors to work on specific
projects. The table shows the approximate number of personnel working at our
operations by country at the end of this year.

|       |      
|------ | -----
|Turkey | 916  
|China  | 3,134
|Brazil | 347  
|Greece | 10   
|Canada | 41   
|Total  | 4,448

Most
of our employees are non-union, except for the hourly workers at Kişladağ
and Tanjianshan. The labour agreement at Kişladağ is valid for a
three-year term and was renewed on December 31, 2009. Union membership at
Tanjianshan is voluntary with most hourly workers included.  There is no
collective bargaining agreement. We consider our employee relations to be good.

We
work to maintain a good safety record by investing in environmental, health and
safety training at our operations, and measure our results by tracking the
number of lost-time incidents (LTI), and their frequency per million man hours
worked (LTIFR). This year we significantly strengthened the safety group in our
Chinese operations where the safety culture still needs improvement.

The
table below shows our LTI performance for 2010.

|       |                      |                          |                                       |                                                
|------ | -------------------- | ------------------------ | ------------------------------------- | -----------------------------------------------
|       |                      | Total
      hours worked | Lost-time
      incidents
      (LTI) | Lost-time
      incident frequency rate (LTIFR)
|Turkey | Kişladağ             | 1,941,858                | 2                                     | 1.03                                           
|       | Efemçukuru           | 1,138,779                | 6                                     | 5.27                                           
|China  | Tanjianshan          | 2,285,082                | 4                                     | 1.75                                           
|       | Jinfeng              | 4,021,538                | 6                                     | 1.49                                           
|       | White
      Mountain | 2,425,232                | 5                                     | 2.06                                           
|       | Eastern
      Dragon | 191,682                  | 0                                     | 0.00                                           
|Brazil | Vila
      Nova      | 357,280                  | 0                                     | 0.00                                           
|Total  |                      | 12,361,451               | 23                                    | 1.86                                           









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We had an overall
lost-time incident rate of less than 2 this year, which compares favourably with
industry benchmarks in Canada and Australia. In addition, Eastern Dragon, Vila
Nova and Kişladağ employees all completed a full year without any
lost-time incidents (the two incidents at Kişladağ were attributed to
contractors). Efemçukuru's
higher rate was partially due to the project being under construction.



For further information
please see page 9 of our 2010 annual report.

Industry
factors that affect our results

Gold
market and price

Gold
is used mainly for product fabrication and investment. It's traded on
international markets, and individual buyers and sellers generally cannot
influence its price. The London AM price fixing for gold on December 31,
2010 was US$1,410.25 per ounce.

Foreign
currency exposure

All
of our revenues from gold sales are denominated in US dollars, while the
majority of our operating costs are denominated in the local currencies of the
countries we operate in. We monitor the economic environment, including foreign
exchange rates, in these countries on an ongoing basis.

The
table below shows the foreign exchange gains/(losses) realized in the last four
financial years:

|                        |              
|----------------------- | -------------
|As
      at December 31
|2010                    | ($14,792,000)
|2009                    | $2,966,000   
|2008                    | ($176,000)   
|2007                    | $4,658,000   

Gold
hedging

We
monitor and consider the use of a variety of hedging techniques to mitigate the
impact of downturns
in the gold market.

As
of the date of this report, we do not have any gold or currency hedges. Our
future hedging activities will depend on an ongoing assessment of the gold
market, our hedging strategy, financing restrictions and other factors.

An
overview of our business

|                         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|------------------------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exploration              | Our
      exploration programs include a blend of mine drilling, advanced stage
      projects, and grassroots programs. Most of our exploration programs are in
      the countries we operate in, China, Turkey and Brazil, and are conducted
      through our regional exploration offices.
      Our
      generative exploration and business development teams actively pursue new
      early-stage project opportunities both within our focus jurisdictions and
      new regions.
|Mining
      and milling | Ore
      and waste are removed from deposits by underground and open pit mining
      methods. The ore is then treated to extract gold. The waste is placed on
      an engineered dump for subsequent rehabilitation.
      The
      ore is treated using different methods depending on its metallurgy and
      grade. This may include heap leaching, crushing, milling, flotation,
      roasting, bacterial leaching and carbon-in-leach methods for gold
      extraction.         
|Refining
      and sales | The
      gold doré produced at Kişladağ is refined to market delivery
      standards by
      Valcambi SA in Switzerland and various refineries in Turkey.
      Gold
      doré from our Chinese operations is sold to a variety of local refiners.
      The prices received for the doré is based on the Shanghai Gold Exchange
      spot price.                                                                                                                                      



Except as otherwise
noted, Norman Pitcher, P. Geo., our Chief Operating Officer, is the Qualified
Person under NI 43-101 responsible for preparing and supervising the preparation
of the scientific or technical information contained in this AIF and verifying
the technical data disclosed in this document relating to Kişladağ,
Efemçukuruand Jinfeng.







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Production
and costs1,5

We
list our 2011 production outlook for operating mines in our 2010 MD&A, which
you can find on our website (www.eldoradogold.com).

|                                                     |            |            |           |                     |                      |                     |                     
|---------------------------------------------------- | ---------- | ---------- | --------- | ------------------- | -------------------- | ------------------- | --------------------
|                                                     |            |            |           | 2010               
|                                                     | 2010       | 2009       | change    | First
      quarter | Second
      quarter | Third
      quarter | Fourth
      quarter
|Total                                                |            |            |           |                     |                      |                     |                     
|Gold
      ounces produced                           | 632,539    | 363,509    | 269,030   | 164,928             | 167,940              | 151,297             | 148,374             
|Cash
      operating costs ($ per ounce)             | 382        | 309        | 73        | 370                 | 357                  | 386                 | 418                 
|Total
      cash cost ($ per ounce)                  | 423        | 337        | 86        | 397                 | 410                  | 431                 | 460                 
|Realized
      price ($ per ounce sold)              | 1,223      | 995        | 228       | 1,110               | 1,195                | 1,231               | 1,373               
|Kışladağ                                             |            |            |           |                     |                      |                     |                     
|Gold
      ounces produced                           | 274,592    | 237,210    | 37,382    | 82,240              | 70,451               | 62,086              | 59,815              
|Tonnes
      to pad                                  | 10,372,719 | 10,716,556 | (343,837) | 2,898,199           | 2,686,284            | 2,767,179           | 2,021,057           
|Grade
      (grams per tonne)                        | 1.06       | 1.11       | (0.05)    | 1.12                | 1.12                 | 0.98                | 1,.00               
|Cash
      operating costs ($ per ounce)3            | 329        | 279        | 50        | 304                 | 304                  | 337                 | 382                 
|Total
      cash cost ($ per ounce)2,3               | 339        | 281        | 58        | 307                 | 345                  | 359                 | 354                 
|Tanjianshan                                          |            |            |           |                     |                      |                     |                     
|Gold
      ounces produced                           | 113,864    | 105,610    | 8,254     | 25,423              | 28,884               | 28,847              | 30,710              
|Tonnes
      milled                                  | 1,049,952  | 974,498    | 75,454    | 249,738             | 271,749              | 283,598             | 244,867             
|Grade
      (grams per tonne)                        | 4.19       | 5.31       | (1.12)    | 4.01                | 4.38                 | 3.84                | 4.59                
|Cash
      operating costs ($ per ounce)3            | 383        | 350        | 33        | 420                 | 387                  | 391                 | 349                 
|Total
      cash cost ($ per ounce)2,3               | 485        | 435        | 50        | 517                 | 483                  | 493                 | 459                 
|Jinfeng4                                             |            |            |           |                     |                      |                     |                     
|Gold
      ounces produced                           | 181,950    | 14,541     | 167,409   | 45,615              | 52,659               | 46,116              | 37,560              
|Tonnes
      milled                                  | 1,557,199  | 136,054    | 1,421,145 | 389,851             | 392,211              | 387,427             | 387,710             
|Grade
      (grams per tonne)                        | 4.24       | 3.97       | 0.27      | 4.23                | 4.51                 | 4.42                | 3.81                
|Cash
      operating costs ($ per ounce)3            | 425        | 471        | (46)      | 422                 | 381                  | 425                 | 486                 
|Total
      cash cost ($ per ounce)2,3               | 480        | 515        | (35)      | 462                 | 423                  | 473                 | 585                 
|White
      Mountain4                                |            |            |           |                     |                      |                     |                     
|Gold
      ounces produced                           | 62,133     | 6,148      | 55,985    | 11,650              | 15,946               | 14,248              | 20,289              
|Tonnes
      milled                                  | 622,418    | 58,074     | 564,344   | 130,643             | 167,981              | 154,125             | 169,669             
|Grade
      (grams per tonne)                        | 3.98       | 4.26       | (0.28)    | 4.09                | 3.78                 | 4.01                | 4.06                
|Cash
      operating costs ($ per ounce)3            | 487        | 400        | 87        | 550                 | 442                  | 477                 | 498                 
|Total
      cash cost ($ per ounce)2,3               | 522        | 439        | 83        | 589                 | 474                  | 507                 | 536                 
|Vila
      Nova                                      |            |            |           |                     |                      |                     |                     
|Iron
      ore tonnes sold                           | 89,074     | -          | 89,074    | -                   | -                    | -                   | 89,074              
|Cash
      operating costs
      ($ per tonne sold)3 | 41         | -          | 41        | -                   | -                    | -                   | 41                  



1
  We calculate costs according to the Gold Institute Standard.

2
  Total cash cost is cash operating costs plus royalties and off-site
administration costs.

3
  Cash operating costs and total cash cost are non-GAAP measures. See
page 9 for more information.

4
  We acquired Jinfeng, White Mountain and Eastern Dragon in December
2009.

5We recalculated cash operating costs and total cash costs for
2010 based on ounces sold.









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How
we measure our costs

Costs
are calculated using the standard developed by The Gold Institute, a worldwide
association of suppliers of gold and gold products of leading North American
gold producers.

The
Gold Institute stopped operating in 2002, but its standard is still widely used
in North America to report cash costs of production. Adoption of the standard is
voluntary, so you may not be able to compare the costs reported here to those of
other companies.

Cash
operating costs

Cash
operating costs include the costs of operating the site, including mining,
processing and administration. They do not include royalties and production
taxes, amortization, reclamation costs, financing costs or capital development
and exploration costs.

Cash
operating costs are divided by ounces sold to arrive at cash operating cost per
ounce of production.

Total
cash cost

Total
cash cost is cash operating costs, plus royalties and off-site administration
costs.

Cash
flow from operations before changes in non-cash working capital

We
use cash flow from operations (or operating activities) before changes in
non-cash working capital to supplement our consolidated financial statements,
and calculate it by not including the period to period movement of non-cash
working capital items, like accounts receivable, advances and deposits,
inventory, accounts payable and accrued liabilities.

This
is a non-GAAP measure, which we believe provides a better indication of our cash
flow from operations and may be meaningful in evaluating our past performance or
future prospects. It is not meant to be a substitute for cash flow from
operations (or operating activities), which we calculate according to Canadian
GAAP.

Since
there is no standard method for calculating non-GAAP measures, they are not a
reliable way to compare us against other companies. Non-GAAP measures should be
used with other performance measures prepared in accordance with Canadian GAAP.

Production
outlook, guidance and estimates are forward-looking information

Our
production outlook, guidance and estimates are forward-looking information (see
page 1). We made several assumptions when they were developed and actual results
and events may be significantly different from what we currently expect due to
the risks associated with our business.

Assumptions

- future
events
- economic,
competitive and regulatory conditions
- financial
market conditions
- future
business decisions, including, without limitation, a continuation of existing
business operations as they substantially currently exist.
- Risk
- global
economic condition
- pricing
and cost factors
- unanticipated
events or changes in current development plans, execution of development plans,
future operating results, financial conditions or business over time
- unfavourable
regulatory developments that could cause actual events and results to vary
significantly from what we expect







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Turkey

[aif009.jpg]

There
is considerable potential for gold exploration and production in Turkey. The
country has a substantial mining industry, supported by well-developed
infrastructure. Mineral production is mainly industrial and base metals,
operated by both domestic and foreign mining companies.

Properties

We currently have one
operating property and one development project in Turkey:

- Kişladağ
    - open pit gold
mine
- Efemçukuru - underground
gold development project

Other
exploration

Our exploration
programs in Turkey include brownfield programs aimed at increasing resources and
reserves at Kişladağ and Efemçukuru, as well as early to mid-stage
exploration projects in western, central, and northern Turkey. We have an
aggressive generative exploration program to provide additional early-stage
project opportunities.







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Kişladağ

Material
property under NI 43-101

|                                |                                                                                                                                                                                                                                           
|------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                        | Uşak
      Province, Turkey                                                                                                                                                                                                               
|ownership                       | Tü pragMetal Madencilik Sanay ve Ticaret SA,
      a wholly owned subsidiary of Eldorado
      100%                                                                                                                                       
|type
      of mine              | open
      pit                                                                                                                                                                                                                            
|metal                           | gold                                                                                                                                                                                                                                      
|In
      situ gold              | proven
      and probable reserves: 10.23 million ounces
      grade: 0.74 g/t
      measured
      and indicated resources: 12.19 million ounces grade: 0.68 g/t
      inferred
      resources: 4.38 million ounces
      grade: 0.43g/t
|average
      annual production | 280,000
      ounces                                                                                                                                                                                                                      
|expected
      mine life        | 34
      years, based on processing 12.5 million tons per year                                                                                                                                                                            
|employees                       | 673
      (including 169 contractors)                                                                                                                                                                                                     



History

|     |                                                                                                                                                                                                         
|---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1997 | Identify
      ore body and begin in-depth exploration                                                                                                                                                  
|2003 | Complete
      the feasibility and Hatch feasibility studies in March
      Receive
      environmental positive certificate
      Increase
      the reserves and resources in March and September     
|2004 | Receive
      approvals for construction and the zoning plan in April
      Update
      the feasibility study in May
      Receive
      the construction permit in September and begin site activities
|2005 | Begin
      construction                                                                                                                                                                                
|2006 | Pour
      the first doré in May
      Begin
      commercial production in July                                                                                                                        
|2007 | Complete
      phase 2 plant construction
      Commercial
      production interrupted in August                                                                                                       
|2008 | Resume
      commercial production in March                                                                                                                                                             
|2009 | Complete
      expansion of phase 2 level pad and install large carbon columns in ADR
      plant                                                                                                       









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Licenses,
permits and royalties

There
are currently sufficient mining rights to support our mining operations.

|                     |                                                                                                                                                                                                                                                                                                                                                      
|-------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Surface
      rights | Operating
      license, IR 7302, covers 15,717 hectares, expires April 9, 2013.
      Can
      be extended if production is still ongoing at the end of the license
      period.
      Under
      Turkish law, we have the right to explore and develop mineral resources in
      the license area as long as we continue to pay fees and taxes.
|Permits              | All
      permits have been received. Please see the technical report for more
      information.                                                                                                                                                                                                                                                    
|Royalties            | There
      is a required annual royalty paid to the Government of Turkey, calculated
      as
      2% of the sale price of the gold produced during the year, less the
      associated cost of mineral processing, refining, transportation and
      depreciation.                                                                               

About
the property

Kişladağ
is in a rural area in west-central Turkey, between Izmir (180 km to the west on
the Aegean coast), and Ankara (the capital city, 350 km to the northeast).

The
site is 35 km southwest of the city of Uşak (population 173,000) near the
village of Gü mü şkol. It sits approximately 1,000 metres above sea level
in gently rolling hills.

Other
economic activity in the area is a mixture of subsistence farming and grazing. A
5.3 km access road connects the site to the highway between Ulubey and Eşme.

Employees
are mostly from the region.

Supplies
and services are accessed from the city of Uşak. The site is serviced by a
water well field with a 13 km water pipeline, and a 25 km power transmission
line.

Climate

The
area has a temperate climate. Average annual rainfall is 425 mm, mostly in
winter.

Operations

As
of the date of this AIF, Kişladağ has been operating for nearly five
years. Commercial production was temporarily interrupted from August 2007 to
March 2008. See litigation, below, for more information.

Kişladağ
is a large tonnage, low grade operation. The ore is amenable to heap leach and,
while recoveries are lower than they would be if conventional carbon-in-leach
was used, this is the most efficient method for treatment of the ore.

The
open pit is mined using a standard drill and blast, truck, and shovel mining
process. The mine and the crusher operate 24 hours a day, seven days a week. A
Turkish mining contractor provides ancillary services such as hauling run of
mine ore to the leach pad.

Ore is processed in a
standard heap leach facility using the following process:

- crushing
and screening in a three-stage plant
- transporting
the crushed ore in two-stage overland conveyors, and placing it on the heap
leach pad using a radial stacker. The heap leach pad has a two-part liner system
on top of a layer of compacted low permeability clay soil, and a 2 mm thick HPDE/LDPE
synthetic liner. The designed stack height is 60 metres, placed in 10 metre high
lifts
- leaching the
    crushed ore using a dilute cyanide solution applied by drip emitters
- recovering the
    gold in a carbon adsorption facility (ADR plant) that uses a standard Zadra
    process including pressure stripping, electro winning and smelting.

The
final product is a gold doré bar suitable for processing to 99.999% purity in
domestic or offshore refineries.

The crushing
and screening plant has been upgraded and new equipment has been installed to
allow an increase to throughput to 12.5 million tonnes per year. We expect to
commission the equipment in the first quarter of 2011.







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Life
of Mine Production and cost estimates

- production:
12.5 million tonnes of ore per year, and 280,000 ounces of gold doré per year.
Our current permit is for 10 million tonnes per year and we will apply to
increase it to 12.5 million tones in the first quarter of 2011
- gold
production: 280,000 ounces per year
- cash
operating costs: $416 per ounce

Forecast
production for 2011 is 275,000 to 285,000 ounces at $350 to $365 per ounce.

Capital
costs for 2011 are expected to be $50 million, mostly related to Phase III
expansion.

Corporate tax for businesses in Turkey is currently 20%.

Production
taxes at Kişladağ increased from $0.5 million in 2009 to $2.8 million
in 2010 as a result of the new mining law enacted on June 25, 2010. The new law
calculates the tax based on 2% of gold revenues net of processing and selling
costs. The old law calculated the tax based on 1% of the market value of the ore
at the open pit.

Unit costs
are expected to increase as the pit deepens. We expect the cost for processing
and mine support to remain constant for the rest of the mine life, except in
response to changes in the costs of inputs that affect the entire gold mining
industry, such as the cost of fuel and reagents, the cost of labour, exchange
rates and inflation.

Environment

The
environmental impact assessment study was submitted to the Turkish Ministry of
Forest and Environment in January 2003, and the environmental positive
certificate was issued in June of that year.

The
environmental impact assessment identified several socio-economic effects of
mine development, and identified measures that can be used to avoid or minimize
potential environmental impacts.

An
environmental monitoring program was implemented in 2005 that monitors air
quality, surface water and groundwater, and provides reports to the relevant
government agencies. The program also monitors noise and blast vibration, and
the storage and disposal of waste and hazardous waste.

A mine
reclamation plan was submitted in August 2008.

Site
remediation began in 2007, re-establishing tree cover in certain areas of the
project site and studying cover system designs for capping the leach pad and
rock dumps. This work has been supported by an investigation of the different
plant, shrub and tree species suitable for local propagation, which we're
carrying out in our greenhouse. This work will be ongoing over the life of the
mine.

In 2010, an
engineered store and release capping system was placed on a limited area of the
dump, as part of the annual rock dump reclamation activities.

Exploration

Tü prag
discovered the Kişladağ deposit in the late 1990's
during a regional grassroots exploration program focusing on late Cretaceous to
Tertiary volcanic centers in western Turkey. It selected the prospect area on
the basis of Landsat-5 images that had been processed to enhance areas of clay
and iron alteration, followed by regional stream sediment and soil sampling
programs. Preliminary soil sampling programs identified a broad 50 ppb Au
anomaly within a poorly exposed area now known to directly overlie the porphyry
deposit.

Early
exploration of the deposit area included excavation of trenches to better
characterize the soil anomaly, and ground geophysical surveys including IP-resistivity,
magnetics, and radiometrics.

To date,
there has been over 116,000 metres of diamond core and reverse circulation
drilling at the Kişladağ project. Most of this has focused on resource
definition drilling of the known deposit and exploration drilling in nearby
peripheral areas. We have completed detailed geological mapping of the deposit
and surrounding region, and definition and modeling of alteration zonation in
the deposit area.

In 2010, our
exploration program included over 40,000 metres of diamond drilling focused on
expanding the resource base. In 2011, we will continue to drill the western
extension of the deposit, and carry out geophysical programs to identify new
exploration targets in possible satellite intrusions.







| |  | 
| |  | 

---



Geology
and mineralization

Geological
setting

Kişladağ
is a porphyry-style gold deposit located in one of several mid- to late-Tertiary
volcanic complexes in western Turkey.

The
deposit is centered on a series of overlapping Miocene sub-volcanic alkalic
porphyry intrusions of quartz syenite to quartz monzonite composition. These
intrusions and associated broadly coeval volcaniclastic rocks formed within and
overlying a basement of schist and gneiss along the northeast margin of an
uplifted terrane known as the Menderes Massif.

We have identified four
major phases of the intrusive system based on the intensity of alteration and
mineralization, cross-cutting relationships, and textural differences. These are
listed from oldest to youngest and all are similar in composition:

- Intrusion
1 has a slightly elliptical shape measuring approximately 800 metres across in
plan view, and is cut by the younger intrusions.
- Intrusion
2a is restricted to the southeast portion of the deposit area along the margin
of intrusion 1, and forms a roughly vertical cylinder body approximately 250 to
300 metres across.
- Intrusion
2 occurs as two separate stocks approximately 150 to 200 metres across, one in
the center of the deposit in the core of Intrusion 1, and the other on the
northwestern margin of intrusion.
- Intrusion
3 forms a semi-cylindrical stock near the center of intrusion 1, and extends
westward into an elongate, steeply dipping to vertical dyke striking east-west.

Contacts
between the intrusions are defined by chilled margins, and older intrusive units
commonly occur as xenoliths in younger units.

The
mineralized intrusions at Kişladağ are enclosed within lithologically
varied, volcanic and volcaniclastic strata. These strata dip outward from the
deposit core, and display rapid facies changes from massive lavas and coarse
poorly stratified units proximal to the porphyry centre, to finer
well-stratified volcaniclastic strata interfingering with lacustrian sedimentary
rocks in surrounding coeval sedimentary basins.

There has
been relatively little structural modification to the deposit and surrounding
Tertiary rocks. Lithologic contacts are primarily intrusive or depositional,
with no documented major fault offsets. The deposit and adjacent rocks do,
however, contain a high density of joints and low-displacement brittle
fractures. Most of these are only a few metres to a few tens of metres in
length, and have negligible displacement.

Alteration
consists of a potassic core with K-feldspar, biotite, pyrite and quartz +/-
magnetite, overprinted at higher levels and along the margins by an argillic
zone, characterized by clay, sericite and chlorite.  These zones are
partially overlapped by an advanced argillic lithocap, and by an outer
quartz+tourmaline zone.

Mineralization

Gold
mineralization at Kişladağ occurs within zones of sulphide+quartz
stockworks, and disseminated to fracture controlled sulphides. Pyrite is the
dominant sulphide mineral, averaging around 4% in the primary mineralized zone,
with trace amounts of molybdenum, zinc, lead, and copper. Highest gold grades
occur in intrusion 1, in multiphase quartz sulphide stockworks and zones of
mottled to pervasive silicification. Intrusions 2 and 2a have economic gold
values, albeit lower than in intrusion 1, whereas grades in intrusion 3 are
subeconomic to negligible.

Oxidation
extends to a depth of 30 to 80 metres on the southern side of the deposit, and
20 to 50 metres on the northern side of the deposit. Limonite and geothite are
the most abundant oxide minerals. There is no supergene enrichment within the
oxidized zone.

Drilling

Exploration
drilling was completed at Kişladağ in several drilling campaigns
between 1998 and 2010, with about 65% of the drilling during the period 2007 to
2010. Approximately 85,900 metres of diamond drilling, and 31,600 metres of
reverse circulation drilling have been completed. All diamond drilling was done
with wire line core rigs of mostly HQ size (63.5mm core diameter). Drillers
placed each core into wooden core boxes, each holding about four metres of core.







| |  | 
| |  | 

---







Project
geologists systematically collected geology and geotechnical data from the core,
and photo-graphed all core (wet) before sampling. Specific gravity measurements
were obtained approximately every five metres.

The
entire length of each core was cut in half with a diamond saw. One half was
submitted for assay and one half retained for reference on site. Core recovery
in the mineralized units was excellent, usually between 95% and 100%.

Sampling
and analysis

Core
samples are prepared at our preparation facility in çanakkale in northwestern
Turkey by inserting a Standard Reference Material (SRM), a duplicate and a blank
sample into the sample stream at every eighth sample.

The
samples were then shipped to ALS Chemex Analytical Laboratory in North
Vancouver. These were assayed for gold by 30 g fire assay with an atomic
absorption finish, and for other elements using fusion digestion and inductively
coupled plasma spectroscopy (ICP) analysis.

Data
verification

A
review of the entire drillhole database since production started in 2006 has
been done, and checked against the original assay certificates and survey data.
Any discrepancies have been corrected and incorporated into our resource
database. The mined portions of the resource model have been reconciled to
production and agreement was excellent.

In
our opinion, the Kişladağdeposit assay database, particularly
for new data obtained from 2007 to 2010, is accurate and precise enough to
estimate resources.

Technical
report

The
information in this AIF is partly based on the scientific and technical data in
the Kişladağtechnical report: Technical Report for
Kişladağ Gold Mine, Turkey, by Stephen Juras, Ph.D., P. Geo.,
Richard Miller, P. Eng., and Paul Skayman, MAusIMM, all of Eldorado, qualified
persons under NI 43-101.

The
report is dated March 15, 2010, and effective January 2010. It's
available on SEDAR (www.sedar.com). There are a number of other technical
reports on Kişladağ, also available on SEDAR.

Litigation

Litigation
by certain third parties continues against Tü prag and the Turkish Ministry of
the Environment and Forests. The parties are seeking to cancel the positive
environmental certificate for Kişladağ on the basis of alleged threats
to the environment and deficiencies in the environmental impact assessment.











| |  | 
| |  | 

---





In
2007, a lower administrative court ruled in our favour. The plaintiff appealed
that decision and on July 19, 2007, the Sixth Department of Council of State
ordered the mine to be shut down pending a decision on the case.

We
shut the mining operations down on August 18, 2007, except for activities
approved by the Turkish authorities related to sound environmental practices.
The mine remained closed for the rest of that year.

On
February 6, 2008, the Sixth Department of the High Administrative Court in
Ankara, decided that the expert reports prepared for the Lower Administrative
Court were not sufficient to make either a positive or negative decision on the
merits of the case, and referred the matter for rehearing before the Lower
Administrative Court.

On
February 28, 2008, the Ministry of Environment and Forestry and Tü prag (as
co-defendant) filed an appeal requesting that the court reconsider this decision
and rule on the merits of the case. This appeal was denied. The matter has now
been referred to the Lower Administrative Court, which named an expert panel to
review the environmental impact assessment and prepare a report.

On
March 6, 2008, we reopened the mine and resumed production.

On
October 13, 2010 the lower Administrative court issued a decision in the case
that was unanimously in favour of the project. The plaintiff has appealed the
decision to the High Administrative Court in Ankara, where the file is currently
under review.

We
continue to believe that we will successfully defend this litigation. If we do
not succeed, our ability to operate the mine may be adversely affected, which
may adversely affect production and revenue.

We
are confident in both the methodology of the environmental assessment report and
Tü prag's compliance with all procedural steps taken to obtain the
environmental positive certificate.









| |  | 
| |  | 

---







Efemçukuru

Material
property under NI 43-101

|                                 |                                                                                                                                                                                                                                               
|-------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                         | Izmir
      Province, Turkey                                                                                                                                                                                                                  
|ownership                        | Tü pragMetal Madencilik Sanay ve Ticaret SA,
      a wholly owned subsidiary of Eldorado
      100%                                                                                                                                           
|type
      of mine               | underground                                                                                                                                                                                                                                   
|metal                            | gold                                                                                                                                                                                                                                          
|in
      situ gold               | proven
      and probable reserves: 1.51 million ounces
      grade: 9.10 g/t
      measured
      and indicated resources: 1.7 million ounces
      grade: 9.55 g/t
      inferred
      resources: 0.35 million ounces
      grade: 6.43 g/t
|expected
      annual production | 113,000
      ounces                                                                                                                                                                                                                          
|expected
      mine life         | 12
      years, based on current proven and probable reserves                                                                                                                                                                                 
|employees                        | 300
      (at full production), 148 currently
      expected
      in 2011                                                                                                                                                                    



History

|     |                                                                                                                                                                                                             
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1992 | Discover
      the deposit while carrying out reconnaissance work in western Turkey                                                                                                                         
|1997 | Complete drilling
      program along the north, middle and south ore shoots, delineating the
      resource and hydrogeologically testing the vein structure and the hanging
      wall and foot wall rocks
|2004 | Complete
      environmental impact assessment study                                                                                                                                                        
|2005 | Receive positive
      environmental impact assessment certificate                                                                                                                                          
|2007 | Release a positive
      feasibility study in August based on underground mining, milling the ore
      on site and treating the gold concentrate at Kişladağ (prepared
      by Wardrop Engineering Inc.)  
|2008 | Wardrop
      completes positive feasibility study update in August
      Construction
      begins                                                                                                         
|2009 | Construction
      continued throughout 2009                                                                                                                                                                









| |  | 
| |  | 

---



Licenses,
permits and royalties

|                     |                                                                                                                                                                                                                                                                                                                       
|-------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Surface
      rights | Operating
      license, IR 5419, covers 2,262 hectares
      Can be extended if production is still ongoing at the end of the license
      period.
      Under
      Turkish law, we have the right to explore and develop mineral resources in
      the license area as long as we continue to pay fees and taxes.
|Permits              | We
      will apply for the following permits when construction is complete:● trial
      operating permit
      ●
      work place labour permit
      ●
      air emission and discharge permit
      ●
      operating permit                                                                                      
|Royalties            | We
      are required to pay an annual royalty to the Government of Turkey,
      calculated as 2% of the sale price of the gold produced during the year,
      less the associated cost of mineral processing, refining, transportation
      and depreciation.                                                     

About
the property

Efemçukuru
is in Izmir Province near the coast of western Turkey, about 20 km from Izmir,
the provincial capital.

The
site is 2 km north of the village of Efemçukuru (population approximately 500).
It sits approximately 580 to 720 metres above sea level in hilly terrain.
Vegetation is mainly mature pine trees with sparse undergrowth covering the
hillsides.

Economic
activity in the area is a mixture of subsistence farming and grazing. We will
access supplies and services from the city of Izmir. Several paved and unpaved
roads connect the village with other local population centres.

Employees
will be drawn mostly from the local region.

Power
will be provided by a dedicated transmission line from the Urla substation
approximately 20 km away. Mine infrastructure will include administration
buildings, a concentrator, a filtration plant, tailings and waste rock impound
areas. Concentrate will be treated at Kişladağ.

Climate

The
area has hot and dry summers and warm and rainy winters with limited snowfall.
Temperatures range between 30o C in summer and 0o C in winter with an annual
average of approximately 17o C. Average annual precipitation is 750 mm.

Operations

Efemçukuru
is a high grade underground deposit with the gold occurring either as free gold
or closely associated with sulphides. Although gold is associated with sulphides,
the ore is still free milling. The ore will be mined using conventional
mechanized cut and fill and longhole mining methods.

The
ore will be processed through a milling, plus gravity and flotation concentrate
circuit. We will recover the gravity concentrate and refine it to doré on site.
As part of our operating agreement, we will transport the flotation concentrate
to Kişladağ, where it will be treated at a dedicated cyanide leach
plant. The flotation tailings will be filtered and either placed back
underground as paste fill or placed in a lined tailings facility.







| |  | 
| |  | 

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Key
milestones

2008

·

Wardrop
Engineering Inc. completed basic engineering of the process design, mine
development and infrastructure

·

hired
a Turkish engineering group to carry out the detailed engineering to meet
Turkish industrial standards

·

placed
orders for equipment with long lead times

2009

·

received
the semi-autogenous grinding (SAG) and ball mills

·

completed
the access road and earthworks associated with the plant site and infrastructure

2010

·

installed
the power supply and finished the primary surface facilities

·

concentrator
plant: completed the majority of the mechanical installations, installed the SAG
and ball mills, and closed the plant in

·

concentrate
treatment plant: completed engineering and procurement, and prepared for
construction

·

tailings
filtration and backfill plants: 80% complete

·

rock
dump and tailings dump: ready to be commissioned

·

selected
a Turkish contractor to carry out mine preproduction, including underground
development to prepare for mine operations

Expected for 2011

·

electrical
and instrumentation work on the concentration plant will continue during the
year, and commissioning is scheduled for the first quarter

·

begin
to build the flotation concentrate treatment plant at Kişladağ

·

preproduction
complete in the second quarter

·

ancillary
facilities, including water management systems, a water treatment plant and
service buildings on schedule for completion in the first quarter

Life
of Mine Production and cost estimates

·

production:
401,500 tonnes per year, based on an average daily mill throughput of 1,100
tonnes

·

gold
doré: 113,000 ounces per year based on a metallurgical recovery of 86.5%

·

cash
operating cost: $280 per ounce

Forecast
production for 2011 is 70,000 to 80,000 ounces at $285 to $300 per ounce.
Capital costs for 2011 are expected to be $70 million.



Corporate
tax for Turkish businesses is currently 20%.

These
estimates are based on a 2009 update to the 2007 feasibility study, and reflect
changes based on market conditions and revised reserves.

Environment

The
environmental impact assessment study (EIA) was submitted to the Turkish
Ministry of Forest and Environment in 2005, and the environmental positive
certificate was issued in September of that year.

The
environmental impact assessment identified several socio-economic effects of
mine development, and identified measures that can be used to avoid or minimize
potential environmental impacts.

An
environmental monitoring program has been ongoing since 2005.  The program
includes regular monitoring of air quality, surface water and groundwater
quality and provides reports to the relevant government agencies. Since the
beginning of construction at the site, the program has also monitored noise and
blast vibration, and the storage and disposal of waste and hazardous waste.

Site
remediation will be initiated in 2011 following completion of construction with
the removal of the temporary construction site facilities and reclamation of the
area for agricultural use.  The rock dump will be prepared for reclamation
as well with all final slope faces to be covered and seeded.  Concurrent
reclamation will be carried out as outlined in the mine reclamation plan, which
formed part of the EIA process.







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| |  | 

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Exploration

Shallow
pits and underground workings along the auriferous veins, now overgrown by
mature stands of forest, indicate that mining activity at Efemçukuru dates back
at least several centuries.

Modern
exploration began in 1992, when Tü pragrecognized
the exploration potential of the area while conducting reconnaissance work in
western Turkey. Between 1992 and 1996, Tü prag conducted
ground magnetic surveys, rock chip and soil sampling, geological mapping, and a
6,000m diamond drilling program focusing primarily on the Kestane Beleni vein.
This work identified high-grade gold mineralization in three separate zones: the
south ore shoot, the middle ore shoot and the north ore shoot.

Infill
drilling in 1997 and 1998 provided an initial resource estimate for the south
and middle ore shoots, and a prefeasibility study was completed in 1999.
Additional drilling programs from 2006 to 2010 with stepouts to deeper levels
and along strike, significantly increased the resources estimate and provided a
resource estimate for the north ore shoot.

The
Kokarpinar vein is parallel to and east of the Kestane Beleni vein. We have
drilled widely spaced exploration holes and obtained ore grades from both
surface samples and drillhole intercepts. We are planning additional drilling.
Drilling to date does not support a resource estimate.

Soil
and rock chip geochemical survey programs have been carried out as well as
detailed geological mapping.The soil
geochemistry surveys have identified several zones with multielement anomalies.
These anomalies are especially strong over the Kestane Beleni vein and the
central part of the Kokarpinar vein.

We
plan to continue exploring the Kestane Beleni vein at depth and along strike, as
well as the subparallel Kokarpinar vein.

Geology
and mineralization

Geological
setting

The
Efemçukuru epithermal vein deposit is at the western end of the Izmir-Ankara
Suture Zone, a major regional structure that extends northeast and then east
from Izmir for almost 800 km.

The
deposit area is underlain by an Upper Cretaceous to Paleocene
volcano-sedimentary sequence that has been regionally deformed and metamorphosed
to greenschist facies. Adjacent to the mineralized veins, this sequence is
dominated by phyllitic metasedimentary rocks, which have been subjected to a
moderate to strong hornfels overprint in part of the deposit area. Numerous
felsic (rhyolitic) dykes that predate the mineralized veins cut the phyllite
sequence. These felsic dykes have steep dips, occur in a number of strike
orientations, and aside from minor late faults, have not been significantly
deformed.

Minor
variably oriented faults cut the phyllite sequence, but none have significant
displacement. The most continuous faults mapped to date coincide with the
mineralized veins, and appear to have controlled vein emplacement.

Mineralization

Intermediate
sulphidation mineralization at Efemçukuru is contained within the Kestane
Beleni and Kokarpinar veins. The current resources and reserves are contained
only in the Kestane Beleni vein. Both veins strike northwesterly (320°-340°),
dip 60°E to 70°E, and can be traced on surface for strike lengths of over a
kilometre. The veins commonly have faults with post-mineral movement along
either hangingwall or footwall contacts, or within the veins themselves.

The
Kestane Beleni vein's three ore shoots (south, middle and north) differ
slightly in strike and dip orientation, but the vein and the fault zone
controlling them is continuous between them. All three are infilled by a
combination of multi-stage breccias, and layered veins with crustiform and
coffoform banded textures. Gangue minerals are dominated by quartz, rhodonite,
and rhodochrosite. Associated sulphides include pyrite, pyrrhotite, chalcopyrite,
sphalerite, and galena, which are oxidized at shallow levels. Most of the gold
is very fine (2.5 to 50 microns), occurring as free grains in quartz and
carbonate, and as inclusions in sulphide minerals. Lower grade mineralized
stockworks occur peripheral to the ore shoots, and are most strongly developed
in hangingwall rocks.







| |  | 
| |  | 

---







Drilling

Drilling
campaigns were conducted between 1992 and 1997, and infill and exploratory
drilling from August 2006 to 2010. To date 237 core holes have been drilled
totalling 38,000 metres, and 59 reverse-circulation holes totalling 5,000 metres.

All
diamond drilling was done with wire line core rigs of mostly HQ size (63.5mm).
Drillers placed the core into wooden core boxes. Each box held about four metres
of core.

Geological
and geotechnical data was collected from the core, and photographed (wet) before
sampling. Core recovery in the mineralized units was very good.

The
core library is kept in storage facilities near the site.

Sampling
and analysis

A
five foot or ten foot single tube core barrel is used to collect samples. Sample
intervals from 0.1 metres to 1.6 metres were selected by the geologist and
marked in the core boxes. We then cut individual samples using a diamond rock
saw.

After
initial crushing, each sample was split to approximately one kilogram, and then
pulverised and split again into two 200 g pulps. One of these was shipped to the
analytical laboratory and the other, with the approximately one kilogram of pulp
reject, was put into storage.

The
core samples were prepared at our preparation facility in çanakkale in
northwestern Turkey by inserting a Standard Reference Material (SRM), a
duplicate and a blank sample into the sample stream at every eighth sample.

Samples
were shipped to ALS Chemex Analytical Laboratory in North Vancouver. These were
assayed for gold by 30 g fire assay with an atomic absorption finish (with a
gravimetric finish re-assay for samples returning initial values greater than 8
g/t), and for other elements using fusion digestion and inductively coupled
plasma spectroscopy (ICP) analysis.

Data
verification

The
database used to estimate the 2009 mineral resource was checked against the
original source data. We checked survey and assay data and corrected any
discrepancies before entering them into the resource database. Newer data
entered directly into the database was also periodically compared to original
electronic certificates (assays), down hole measurements and collar survey data.

In
our opinion, the Efemçukuru deposit assay database is accurate and precise
enough to estimate resources.

Technical
report

The
information in this AIF is partly based on the scientific and technical data in
the Efemçukuru technical report: Technical Report on the Efemçukuru Project,
by Scott Cowie, BE (Mining), LLB, MAusIMM, Tetra Tech Australia Pty. Ltd. and
Stephen Juras, Ph.D., P. Geo., qualified persons under NI 43-101.

The
report is dated August 17, 2007 and is available on SEDAR (www.sedar.com).









| |  | 
| |  | 

---



Litigation

In
2004, certain third parties filed litigation against Tü prag and the Ministry of
Energy and Natural Resources. The parties are seeking to cancel the mineral
license for Efemçukuru on the basis of an alleged threat to the water quality
in the local catchment area.

Turkey's
Lower Administrative Court issued a negative decision, preventing the start of
mining activities at Efemçukuru. The High Administrative Court overturned the
decision in 2005, referred the case back to the Lower Administrative Court, and
our mining license was re-issued.

The
Lower Administrative Court formed a new expert committee to review the case. The
majority of experts were in favour of the project and on June 15, 2007, the
court ruled unanimously in favour of the project.

The
decision was appealed to the High Administrative Court, and the decision was
overturned on March 31, 2008. Tü prag appealed this decision. On March 10, 2009,
the appeal was refused, and the case referred back to the Lower Administrative
Court.

The
Lower Administrative Court has formed a new expert committee, which is in the
process of preparing its report on the project.

We
continue to believe that we will successfully defend this litigation. If we do
not succeed, our ability to operate the mine may be adversely affected, which
may adversely affect production and revenue.









| |  | 
| |  | 

---







Regional
review

China

[aif011.gif]

China
is a significant producer of commodities. Much of its mineral production is used
nationally. The government has recently increased foreign investment in several
sectors of the mining industry, developing Sino-foreign cooperative joint
ventures and inviting foreign participation in mineral resource exploration and
mining.

Properties

We currently have three
operating properties and one development project in China:

·

Tanjianshan
- open pit gold mine

·

Jinfeng
- open pit and underground gold mine

·

White
Mountain - underground gold mine

·

Eastern
Dragon - development project

Other
exploration

Our
exploration projects in China include brownfield exploration at our existing
mines and development projects, early to intermediate stage programs in four
provinces, and regional generative exploration programs within several highly
prospective mineral belts. We currently have programs on 19 exploration
licenses, held under six joint venture agreements:

|                                                      |                             |                                      |                                           
|----------------------------------------------------- | --------------------------- | ------------------------------------ | ------------------------------------------
|Sino-Jilin Mining
      Ltd.                          | Jilin Province              | 4 exploration
      licenses         | early stage to
      mine site            
|Jincheng
      Mining Ltd.
      (Dongdapo)           | Jilin Province              | 1 exploration
      license, 29km2   | early stage                               
|Eldorado Gold
      Baishan Xiaoshiren Mining Limited | Jilin Province              | 1 exploration
      license          | early stage                               
|Guizhou Jindu
      Mining Ltd.                       | Guizhou Province            | 7 exploration
      licenses, 53 km2 | early stage                               
|Guizhou Jinluo
      Mining Ltd.                      | Guizhou Province            | 1 exploration
      license, 95 km2  | early stage                               
|Qinghai-Dachaidan
      Mining Ltd.                   | Qinghai Province            | 4 exploration
      licenses         | early stage to
      mine site            
|Sino Guizhou
      Jinfeng Mining Limited             | Guizhou
      Province      | 3 exploration
      licenses         | early stage to
      mine site            
|Sino HLJ Gold
      Strike Mining Limited             | Heilongjiang
      Province | 1 exploration
      license          | early stage to
      mine development site
|Heihe Rock Mining
      Ltd.                          | Heilongjiang
      Province | 1 exploration
      license          | early stage to
      mine site            









| |  | 
| |  | 

---



Tanjianshan

|                                |                                                                                                                                                                                                                                                      
|------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                        | Qinghai
      Province of northwest China                                                                                                                                                                                                            
|ownership                       | Qinghai
      Dachaidan Mining Limited,
      a joint venture:
      - Eldorado (90%)
      - Qinghai Number One Geological Brigade (Qinghai) (5%)
      - Dachaidan Gold Mine (Dachaidan) (5%)                                                      
|type
      of mine              | open
      pit                                                                                                                                                                                                                                       
|in
      situ gold              | proven
      and probable reserves: 0.59 million ounces
      grade: 3.42 g/t
      measured
      and indicated resources: 0.78 million ounces
      grade: 2.98 g/t
      inferred
      resources: 0.51 million ounces
      grade:
      3.28 g/t
|average
      annual production | 110,000
      ounces                                                                                                                                                                                                                                 
|expected
      mine life        | 6
      years, based on current proven and probable reserves                                                                                                                                                                                         
|employees                       | 473
      (including 178 contractors)                                                                                                                                                                                                                



History

|            |                                                                                                                                                                                                                                                    
|----------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1989        | Qinghai
      discovers the deposit                                                                                                                                                                                                                
|1992        | Dachaidan begins
      heap leach operations                                                                                                                                                                                                       
|1995        | Dachaidan builds
      metallurgical plant                                                                                                                                                                                                         
|1999 - 2002 | Sino Gold carries
      out exploration                                                                                                                                                                                                            
|2003        | Afcan Mining
      Corporation, a Canadian listed junior explorer, acquires the project.
      Current operations stop, after an estimated total of approximately 60,000
      ounces are produced
      Afcan begins
      construction on Phase 1
|2005        | Eldorado acquires
      Afcan                                                                                                                                                                                                                      
|2006        | Phase 1
      construction is complete ($50.2 million)                                                                                                                                                                                             
|            | First ore produced
      from the Qinlongtan pit, and first gold poured                                                                                                                                                                            
|2007        | Phase 2
      construction begins which will allow the treatment of the high sulphide
      material from the Jinlonggou pit                                                                                                                       
|2008        | Mining begins in
      the Jinlonggou pit                                                                                                                                                                                                          
|2009        | Phase 2
      construction is complete ($48.9 million)                                                                                                                                                                                             









| |  | 
| |  | 

---







Licenses,
permits and royalties

We
currently have sufficient mining rights to support our mining operations.

|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|----------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Mining      | The
      Tanjianshan mining licenses cover the two deposits, plus many other
      prospects and anomalies:
      
      Qinlongtan deposit, covers 2.88 km2, issued January 17, 2010,
      currently being renewed
       Jinlonggou
      deposit, covers 1.03 km2, issued June 6, 2008, expires June 17,
      2011
      The
      Qinlongtan license extends vertically from the surface (3,710 metres above
      sea level) down to 3,450 metres above sea level.
      The
      original Jinlonggou license extended from the surface (3,556 metres above
      sea level) down to 3,378 metres above sea level. It has since been
      upgraded to include all mineral resources down to 3,000 metres above sea
      level, below the existing known resources.
|Exploration | Tanjianshan has
      four, contiguous exploration licenses:
       Qinlongshan,
      covers 65.43 km2, issued September 13, 2010, expires February
      12, 2012
       Qingshan,
      covers 72.12 km2, issued November 4, 2009, expires November 3,
      2011
       Jinlonggou,
      covers 88.03 km2, issued February 13, 2009, expires February
      12, 2012
       Xijingou,
      covers 81.34 km2, issued November 4, 2009, expires November 3,
      2011                                                                                                                                                                                                                                                                                                 
|Permits     | All permits have
      been received                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Royalties   | Qinghai
      and Dachaidan each receive a royalty of 2.25 percent (4.5 percent in
      total) of net sales revenue from the gold Tanjianshan produces. Accrued
      royalties are transferred quarterly, directly to accounts Qinghai and
      Dachaidan have designated, as long as the related tax authorities approve.
      We
      paid approximately $4.6 million in royalties in 2010 related to
      Tanjianshan.                                                                                                                                                                                                                                                                                                                                                

About
the property

Tanjianshan
is in Qinghai Province in northwest China, 80 km northwest of Dachaidan in the
Haixi Prefecture. Qinghai is a relatively large province with a population of
approximately 5.3 million.

The
nearest centres are Dunhuang, Gansu Province (265 km to the north by road) and
Ge'ermu (260 km to the south by road).

The
site is in the rugged Saishiteng Mountains, which have 45° to 50° slopes. The
camp and mill sit 3,200 metres above sea level. The main resource is between
3,300 and 3,550 metres above sea level. There is almost no vegetation in the
area.

A
main highway between Dunhuang, Ge'ermu and Dachaidan passes within 12 km of
the plant site. The road has been recently upgraded, is in good condition and
provides year-round access. There are regular flights from Xining, the
provincial capital, to Ge'ermu throughout the year and frequent flights
between Beijing and Dunhuang during tourist season.

The
only permanent river in the area, the Aolao, is approximately two km to the
east. Water is pumped to a tank close to the plant and used to supply water to
the plant and the process water tank. The water is treated for drinking.









| |  | 
| |  | 

---



Climate

The
area has a dry continental climate with low rainfall, high evaporation and
generally clear skies.  Winters are long and summers short, with a large
daily variance in temperature.

The
average annual temperature is 1.6oC and average annual rainfall is 87
mm. The temperature ranges from a high of 21oC (in July and August)
to a low of -15oC (in January). Rainfall is highest in June and July,
at 40 mm. There is little or no precipitation in November, December and January.

The
highest temperature on record is 29.9oC on July 15, 1971 and the
lowest is -32.3oC on January 18, 1973.  Winds are frequent and
strong from the west and northwest averaging 8.6 km/h and peaking at
70 km/h.

Operations

The deposits are mined
using a conventional open pit process carried out by a mining contractor. Mining
at the Qinlongtan pit terminated in 2009. The ore is processed differently,
depending on which pit it comes from. Qinlongtan ore is primarily free-milling
with a small sulphide component that contains gold. Jinlonggou ore is
predominantly refractory and requires an oxidation step (roasting). Roasting was
selected over other alternatives mainly because of cost and because it is a
common technology in China for treating refractory ores.

·

ore
is crushed in a single stage crushing circuit and transported to a mill feed
bin/stockpile, and then fed through a single stage SAG mill

·

material
from the Qinlongtan deposit was fed through a conventional carbon-in-leach
circuit, the tailings were floated and the sulphide material removed for further
treatment

·

material
from the Jinlonggou deposit is fed through a flotation circuit and then
dewatered. The flotation tails are then treated through a conventional
carbon-in-leach circuit

·

the
flotation concentrates are blended for an optimal sulphur grade and then fed to
a two-stage roasting circuit

·

the
calcine product from the roaster is reground to break down agglomerates, and
then leached in a carbon-in-leach circuit

·

the
tailings from the carbon-in-leach circuit are treated through a detoxification
circuit to remove cyanide and to precipitate the remaining arsenic into a stable
compound, and placed in the tailings management facility

·

off-gas
from the roaster passes through a cooling/cleaning circuit and an acid plant.
The recovered sulphuric acid is sold

·

the
gold is recovered in a carbon adsorption facility (ADR plant) that uses a
standard Zadra process including pressure stripping, electro winning and
smelting

The
final product is a gold doré bar suitable for processing to 99.999% purity in
domestic or offshore refineries.

The tailings
management facility is a hillside tailings impoundment about one kilometre
downstream from the plant. It has a maximum height of about 40 metres and uses a
combination of downstream and centreline construction to minimize risk. The
tailings dam is lined with an HDPE liner. The facility is designed to be nil
discharge: all free water is returned to the treatment plant during
operation.

Life of
Mine Production and cost estimates

·

production:
1 million tonnes per year, at an average of 2,700 tonnes milled per day

·

gold
doré: 110,000 ounces at a metallurgical recovery rate of 80.4%

·

cash
operating cost: $455 per ounce

Forecast
production for 2011 is 110,000 to 120,000 ounces at $410 to $430 an ounce.

Capital
cost for 2011 are expected to be $ 7.5 million

The cost for
mining is expected to increase slightly as the pit deepens.

The cost for
processing and mine support is expected to remain constant for the rest of the
mine life, except in response to changes in the costs of inputs that affect the
entire gold mining industry: the cost of diesel and reagents, the cost of labour,
exchange rates and inflation.







| |  | 
| |  | 

---







Environment

SGS
completed a draft environmental impact assessment for Tanjianshan in July 2005.
BGRIMM completed an official Chinese version, and it was approved in April 2007.
Tanjianshan is in a remote desert region, so it does not have the same number of
environmental issues that sites in more arable parts of the country may face.
There is very little wildlife or vegetation, and no permanent agricultural
enterprises. The biggest issues are land use, water use from the nearby Aolao
River and process discharges of sulfur dioxide and carbon dioxide gas, domestic
sewage and tailings. Land that is disturbed in the process of gold mining must
be purchased or leased from the government depending on what the land was used
for.

The
environmental impact assessment gives us the right to get all process and
domestic water from the Aoloa River. We built a small pond to facilitate water
recovery, and were required to purchase the area of grassland it disturbed.

The
gas scrubbing system that treats off-gas from the roaster meets strict SO­­­2
discharge requirements, and we have a monitoring system installed at the site.
Our current output is approximately 149mg/N.m3, well below recent
environmental target reviews, which capped total SO2 discharge at
400mg/N.m3. The plant emission limit is 960mg/N.m3.
Similar restrictions apply for CO2 emissions.

Water
quality on the site is strictly controlled. The only discharge stream is treated
sewage, which is discharged as class I water (the general discharge standard for
sewage water). This is cleaner than the water in the river upstream of
Tanjianshan site, which is class III (environmental quality standards for
surface water). Excess water from the tailings dam pond is evaporated during the
summer with the help of water cannons and spray evaporators.

Golder
Associates in Melbourne designed the tailings dam, and BGRIMM transcribed the
detailed engineering drawings to meet Chinese standards. The dam design was
formally accepted in 2008, and final tailings accumulation RL is 3199 metres
above sea level and 40 metres high. The dam uses a combination of downstream and
centreline construction. It is double lined for zero permeability: first with a
geo-membrane and then by 1.0 mm HDPE solid welded plastic. We have an ongoing
water monitoring program upstream and downstream from the site, and all results
are within required limits.

Exploration

Qinghai
discovered gold at Jinlonggou during uranium exploration in 1989 by systematic
soil and rock chip sampling and geological mapping over the exploration licenses
and surrounding area, leading to the discovery of high grade gold mineralization
at Qinlongtan. At Jinlonggou, the Qinghai team generated exploration data in 29
surface drilled core holes, underground development on three levels, and
extensive surface sampling in trenches, shallow pits or shafts on section lines
30 metres apart.

Subsequent
exploration programs at Tanjianshan were completed by Sino Gold (1999 - 2003),
Afcan Mining (2003 - 2005) and Eldorado (2005 - present). These programs
have included geological mapping, underground and surface sampling, and reverse
circulation and diamond core drilling at the Jinlonggou and Qinlongtan deposits
and several prospects. Aside from the two main deposits, the most significant
mineral occurrences defined by this drilling are the Xijingou prospect and the
323 deposit.

Recent exploration
(2009 - 2010) has employed shallow grid RC drilling to sample bedrock beneath
the broad covered areas between the Qinlongtan and Jinlonggou deposits. This
drilling has led to the discovery of the 323 zone, named after the discovery
hole. The 323 zone was drilled on sections spaced at 50 metres during the late
2009 and 2010 field seasons, culminating in an inferred resource announced in
late 2010.







| |  | 
| |  | 

---



Geology
and mineralization

Geological
setting

The
Tanjianshan project area is underlain mainly by Proterozoic rocks of the
Wandonggou Group. These rocks include sequences of carbonaceous phyllite to
schist, dolomitic and limestone carbonate units, and chloritic ±amphibolitic phyllite to schist of probable metavolcanic origin. Voluminous
gabbroic to dioritic dykes and sills intrude these stratified units.

Rocks
throughout the project area have been subject to multiple phases of ductile
deformation, overprinted by brittle faulting. There is moderate to strong
foliation in most units, striking parallel to the regional northwesterly
structural fabric defined by lithologic contacts. Folds are common at the
outcrop scale, and are less commonly at the map scale.

Mineralization

The
Tanjianshan project area contains significant gold resources at the Jinlonggou
deposit, the newly-discovered 323 deposit, and at the previously mined
Qinlongtan and Xijingou deposits. The style of mineralization, structural
controls and host units vary between these deposits.

At
Qinlongtan, ore was mined from a planar zone 5 to 10 metres wide (14 metres at
its widest) dipping 50-80o  eastward. The zone was mined for approximately 600
metres along strike and over 300 metres down dip. Gold was hosted in
distinctive white silty dolomite, usually associated with fine-grained pyrite
and arsenopyrite. The mineralized zone is localized within and along the margins
of a narrow brittle to brittle/ductile fault zone, which is subparallel to or
shallowly inclined to lithologic layering in adjacent units.  Just below
the present pit bottom, this controlling fault zone and the mineralized zone
bend to a subvertical orientation. High gold grades remain in the bottom of the
pit, and have been encountered in numerous drillholes beneath the pit floor.

At the
Jinlonggou deposit, host rocks consist of both carbonaceous phyllite and
intermediate composition dykes. The phyllitic host rocks are dark grey to black,
and contain a well-developed foliation and common crenulations and small scale
folds. Chiastolite porphyroblasts are abundant. There are two intrusive rock
types, diorite and quartz-feldspar porphyry, within the limits of the
mineralization, and the diorite hosts a significant portion of the ore at
Jinlonggou. At shallow levels of the deposit, both intrusive rock units occur as
steeply (60°- 70°) southwest dipping, southeast striking, thin dykes. At
deeper levels, they form multiple sheeted, subhorizontal sills, and are
volumetrically more significant.

The
Jinlonggou deposit is roughly bowl-shaped, about 500 metres in diameter and
extending up to 240 metres below surface. At shallow levels, the
mineralized zones are moderately to steeply dipping tabular zones distributed in
phyllite next to faults and fracture zones. At deeper levels, diorite and
phyllite host gently dipping mineralized zones.

The 323
deposit occurs in a lithologic setting similar to that of the Qinlongtan
deposit. Host rocks vary from a fine-grained dolomitic meta-siltstone to a
meta-sandstone with fine grained disseminated and clotted pyrite, capped by
carbonaceous phyllite. The high grade zones commonly contain a moderate to
strong overprint of ankerite and dolomite. Mineralization occurs in at least
three separate stratigraphically and structurally controlled lenses.

Drilling

Initial
exploration by Qinghai in the 1990s included 29 surface drilled core holes.
Since that time, SinoGold, Afcan Mining, and Eldorado have all carried out
resource definition drilling at the Jinlonggou, Qinlongtan and 323 deposits, and
other exploration drilling in the Tanjianshan project area.

There were
about six drilling campaigns between 2003 and 2008 to support resource models
for the Jinlonggou deposit. A total of 310 core holes were drilled over 38,300
metres.

Drilling
campaigns at Xijingou and the 323 deposit between 2006 and 2010 totalled 66 core
holes covering 13,400 metres at Xijingou, and 50 core holes for over 10,000
metres at 323 Zone.

All diamond
drilling was done with wire line core rigs of mostly HQ size. Drillers placed
each core into composite core boxes. Each box held about four metres of core.







| |  | 
| |  | 

---







Geological
and geotechnical data were collected from the core, and it was photographed
before sampling. The core was sampled by sawing it in half with a diamond saw.
Core recovery in the mineralized units was very good.

The
core is stored in storage facilities near the site.

Sampling
and analysis

Samples
collected during core drilling used either a 1.5m or a 3m single tube core
barrel. Sample intervals from 0.2 metres to 2.0 metres were selected by the
geologist and marked in the core boxes. Individual samples were then cut using a
diamond rock saw. One-half of the sawn core was bagged and sent for preparation
at Eldorado's preparation facility at Tanjianshan. After initial crushing, the
sample was split to retain approximately one kilogram for pulverization. After
pulverizing, the sample was split again to create two 200 g pulps. One 200 g
pulp was shipped to the analytical laboratory and the second 200 g pulp,
together with the approximately one kilogram of pulp reject, was put into
storage.

A
Standard Reference Material (SRM) sample, a duplicate sample and a blank sample
were inserted into the sample stream at about every eighth sample prior to
shipment to the ALS analytical laboratory in Guangzhou, China. All samples were
assayed for gold by 30 or 50 g charge fire assay with an atomic absorption
finish.

Monitoring
of these quality control and quality assurance samples showed all data were in
control throughout the preparation and analytical processes.

Data
verification

Monitoring
of regularly inserted quality control and quality assurance samples showed all
data were in control throughout the preparation and analytical processes.

The
database supporting the TJS resource models was reviewed in detail. Checks were
made to original data certificates with any discrepancies corrected prior to use
in updates to the resource estimate.

Reconciliation
of the resource model to mined areas is also a good test for data verification.
Results to date have shown excellent agreement between Jinlonggou mined
production and the Jinlonggou resource model (the model supporting all of the
mineral reserves at TJS and most of its measured and indicated resources).

In
our opinion, the resource databases for the Jinlonggou, Xijingou and 323 Zone
deposits are sufficiently free of error to be adequate for estimation of the
respective mineral resources. These data are also, in our opinion, accurate and
precise enough for resource estimation.

Technical
report

The
information in this AIF is partly based on the scientific and technical data in
the Tanjianshan technical report: Tanjianshan Gold Project, China, Technical
Report, by John Hearne, MAusIMM of RSG Global.

The
report is dated and effective September 2005. It was revised January 30, 2006.
It's available on SEDAR (www.sedar.com). Afcan Mining Limited prepared an
earlier technical report on Tanjianshan, also available on SEDAR.

Litigation

There
are currently no known material litigation matters or outstanding actions
against Qinghai Dachaidan Mining Limited relating to Tanjianshan.













| |  | 
| |  | 

---



Jinfeng

Material
property under NI 43-101

|                                |                                                                                                                                                                                                                                                   
|------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                        | Guizhou
      Province, southwest China                                                                                                                                                                                                           
|ownership                       | Sino
      Guizhou Jinfeng Mining Limited,
      a joint venture:
      - Eldorado (82%)
      - Guizhou Lannigou Gold Mine Limited (Guizhou) (18%)                                                                                               
|type
      of mine              | open
      pit, underground                                                                                                                                                                                                                       
|metal                           | gold                                                                                                                                                                                                                                              
|in
      situ gold              | proven
      and probable reserves: 1.9 million ounces
      grade: 4.03 g/t
      measured
      and indicated resources: 2.6 million ounces
      grade: 3.55 g/t
      inferred
      resources: 1.0 million ounces
      grade:
      3.85 g/t
|average
      annual production | 165,000
      ounces                                                                                                                                                                                                                              
|expected
      mine life        | 12
      years, based on current proven and probable reserves                                                                                                                                                                                     
|employees                       | 1,633
      (including 858 contractors)                                                                                                                                                                                                           



History

|                   |                                                                                                      
|------------------ | -----------------------------------------------------------------------------------------------------
|early
      1980's | No.
      117 Team of Guizhou Metallurgical Design and Research Institute discovers
      Jinfeng    
|2001               | Sino Gold acquires
      the deposit                                                                 
|2002               | carries out
      drilling to further delineate the resource, adding to the size of the
      deposit
|2004               | feasibility study
      is complete                                                                  
|2005               | development begins                                                                                   
|2007               | production begins
      in May
      commercial production begins in September                       
|2009               | Eldorado acquires
      Sino Gold                                                                    







| |  | 
| |  | 

---







Licenses,
permits and royalties

There
are currently sufficient mining rights to support our mining operations.

|          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|--------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Mining    | License
      no. 1000000510057, covers 1.2843 km2, issued May 2005, expires
      May 2017.
      The license covers 750 metres above sea level to 250 metres below sea
      level.                                                                                                                                                                                                                                                                                                                       
|Permits   | Gold
      operating permit, issued December 25, 2006, expires December 25, 2016.                                                                                                                                                                                                                                                                                                                                                                                                                           
|Royalties | Guizhou
      receives a royalty of 3% of the net sales revenue of the gold produced
      each year.
      A
      royalty is payable to Minsaco BIOX®
      Pty Limited, a wholly-owned subsidiary of Gold Fields Limited, based on a
      dollar amount per ounce of gold produced in connection with the use of
      Minsaco's BIOX®
      Process.
      A tax deductible
      production tax is paid to the Ministry of Land and Resources of
      approximately US$12 per ounce of gold produced.

About
the property

Jinfeng
is in Guizhou Province in southern China, 180 km southwest of Guiyang, the
provincial capital, and 68 km southeast of Zhenfeng County centre, in the
Qianxinan Prefecture.

There
are four administrative villages in the Jinfeng area: Bai Ni Tian, Shi Zhu,
Tinshan and Niluo. Populations range from 500 to 1,200 people. The nearest large
population centre is Lannigou village, which is approximately 1.6 km from the
mine and 1.9 km from the flotation tailings storage facility.

The
mine is connected to the provincial highways by an 84 km sealed "Class 4"
access road built and maintained by the provincial government.

Water
is pumped to the plant from the Luofan River through a 3 km pipeline.

Electrical
power is supplied by a 42 km long, 110kV electric power line from Zhenfeng,
which is connected to the provincial electrical grid. A 22 km feeder line from
Ceheng was added on April 25, 2009 to double the power supply feed.

The
Jinfeng site also has two tailings storage facilities, waste storage and a
metallurgical plant onsite.

Climate

Guizhou
Province is in the subtropical monsoon zone, which has a humid climate with hot
summers and mild winters. The mine is designed to operate all year, although
seasonal heavy rainfall may interrupt open-pit mining for several days per year.
The average annual rainfall is 1,200 mm, which falls primarily from May to
August. The temperature ranges between 6°C and 30°C, with a yearly average of
19°C.

Operations

We
are currently mining from both the open pit and the underground mine (where the
material is too deep to be mined by open pit methods). In 2011, we plan to mine
800,000 tonnes of ore from the open pit and 500,000 tonnes from the underground
mine. Any shortfall in mill throughput capacity will be made up from existing
stockpiles.

We
use a standard truck and shovel process for the open pit, blasting on 5 metre
benches in the ore and on 10 metre benches for bulk waste. We have been digging
ore and waste on 2.5 metre flitches since July 2010 to reduce mining dilution
and ore loss, and to protect bench walls.

In
the undergound mine, we use a cut and fill method, with mining equipment
designed for areas that can be as narrow as four metres wide. Mined areas are
backfilled with crushed waste, tailings and cement.

The
process plant is designed to optimise gold recovery and minimize the cost of
production. The process includes primary crushing, SAG, ball milling, bulk
flotation, thickening, BIOX®and neutralization, carbon-in-leach, AARL elution and tailings detoxification.
Tailings from flotation and leaching are kept in separate storage facilities to
prevent biocides from getting back into the process water circuit.

Jinfeng ore
is refractory in nature, with most of the gold encapsulated in sulphide
minerals, so the gold is not easily dissolved using a conventional
carbon-in-leach circuit. The processing plant uses BIOX®technology, which destroys the sulphide minerals and exposes the
gold before carbon-in-leach processing, and ensures recovery is economic. The
process was selected as the most efficient oxidation and extraction method for
this ore type. Roasting and pressure oxidation were also considered as
alternative methods of treatment.







| |  | 
| |  | 

---





Plant
capacity is 1.5 million tonnes of ore per year. Budgeted recovery for 2011 is
85%.

Life
of Mine Production and cost estimates

·

production:
1.5 million tonnes per year

·

gold
doré: 165,000 ounces at a metallurgical recovery rate of 85%

·

cash
operating cost: $530 per ounce

Forecast
production for 2011 is 175,000  to 185,000 ounces at $445 to $465 an ounce.

Capital
costs in 2011 are expected to be $30 million.

We expect
the unit cost for mining to increase as the percentage of production from the
underground mine increases. The cost for processing and mine support is expected
to remain constant for the rest of the mine life, except in response to changes
in the costs of inputs that affect the entire gold mining industry: the cost of
diesel and reagents, the cost of labour, exchange rates and inflation.

Environment

Jinfeng's
environmental impact assessment report was completed in July 2004 and approved
by Guizhou Province Environmental Protection Bureau in September of that year.
Guizhou Province issued the final environmental project approval in December
2008. The environment impact assessment report identified a number of
environmental risks and defined a number of measures to avoid or minimize
potential environmental impacts.

An
environment management system covering water management, air management, general
monitoring and waste management was developed for the mine operation. Jinfeng
discharges 2,078 cubic metres per day of tailings wastewater from the
carbon-in-leach circuit to Luofan River, and is required to keep the level of
Weak Acid Dissociable (WAD) Cyanide tailings wastewater from carbon-in-leach
circuit below 0.5ppm.

Before
preproduction, the local environment around Jinfeng was investigated. An
environment monitoring plan was developed in the production phase to address the
potential impacts of the mine operation on air quality, noise, surface water and
groundwater.

The local
government approved a Rehabilitation Plan and a Mining Environment Comprehensive
Treatment Report in 2009 (a regulatory requirement).

Jinfeng
developed a surface remediation plan and began remediation in the construction
phase, starting in 2006. As of the end of 2010, we had finished surface
remediation of 50,000 m2, and stockpiled approximately 700,000 m3
of topsoil for further remediation. We will be collecting some soil from the
Longtan hydroelectric dam project near Luofan River in 2011 for use at Jinfeng.

Jinfeng has also built a nursery for
seedling cultivation of some local plants and uses these seedlings in site
remediation.

Jinfeng
tailings have been shown to be net acid generating. The carbon-in-leach tailings
are expected to have a residual sulphide content of about 0.5 to 1% (estimated
acid generation potential of 15 to 30 kgH2SO4/tonne) with
no neutralization buffering capacity since they have been acid leached. We have
since decided to filter the carbon-in-leach tailings before placing them in the
tailings dam. The carbon-in-leach tailings are placed by trucks, and spread and
compacted by excavators and dozers. The placed tailings have no free water and
will not generate leachate. We have also established a monitoring well network
to monitor the groundwater chemistry under both the flotation and
carbon-in-leach dams. The wells are sampled monthly and are showing no signs of
reduced pH under the carbon-in-leach dam.

The
small scale waste rock column tests have shown a propensity to leach arsenic. We
have monitoring wells in place around the waste dump and have not noted elevated
arsenic levels. We will continue to monitor the arsenic levels in the wells and
if arsenic reaches an unacceptable level, remediation in the form of water
treatment may be necessary.







| |  | 
| |  | 

---







Exploration

The
Jinfeng deposit was discovered by the Guizhou 117 Brigade in the early 1980s
during follow-up of regional stream sediment surveys, which identified strongly
anomalous gold and arsenic values in the deposit area. Systematic subsequent
exploration work included geological mapping, surface trenching, diamond
drilling, and excavation of a number of exploration adits.

After
acquiring the project in 2001, Sino Gold completed detailed infill drilling of
the deposit, and began reconnaissance exploration activities in the surrounding
region.

Current
exploration activities are focused on extending the known underground resource
down-dip and down-plunge through underground and surface drilling, as well as
identifying additional resources in satellite bodies near the surface.

Geology
and mineralization

Geological
setting

Jinfeng
is in China's Golden Triangle, on the southwest margin of the Precambrian
Yangtze Craton.    The Golden Triangle encompasses an area with
more than 200 gold occurrences and deposits hosted within Paleozoic and Early
Mesozoic carbonate and siliciclastic sedimentary rocks. The Jinfeng region has
gone through many periods of contractional deformation that resulted in complex
fold interference patterns and faults.

The
sedimentary succession near the Jinfeng deposit is Paleozoic limestone, overlain
by Lower Triassic limestone and Middle Triassic turbiditic sedimentary rocks.
The deposit is along the northeast margin of the Laizishan dome, a major feature
formed at the intersection of northeast-striking and northwest-striking regional
anticlines, and is hosted by Triassic calcareous sandstones and shales, mostly
in and immediately adjacent to a series of interconnected major faults (the F3,
F2, F20, F7, and Rongban faults).

Mineralization

The
orebody is a structurally controlled gold deposit with some replacement style
mineralization, hosted within and adjacent to a series of intersecting faults.
The mineralized zone is 900 metres in strike length and 10 to 30 metres wide.

The deposit can be
divided into three major domains, defined on the basis of controlling faults
systems:

·

mineralized
zones along the F3 fault, and where the F3 fault intersects with the F7 fault

·

mineralized
zones along the F2 fault

·

mineralization
on a number of narrow faults in the Rongban portion of the deposit.

Mineralization
has been explored on the F3 and F7 faults to 900 metres vertically below
surface. Most of the mineralization is on the F3 fault, which is consistently
mineralized over 1,300 metres of strike length.

The ore
includes disseminated pyrite, arsenical pyrite, and arsenopyrite, which replace
the shale and sandstone of the Middle Triassic Xuman Formation in the faults and
in the immediately adjacent wall rocks. Gold occurs in the rims of fine-grained
pyrite and arsenopyrite grains and is very finely distributed through the
deposit. Elevated mercury, arsenic, and antimony are associated with the gold.

Drilling

Data
supporting the Jinfeng mineral resource is drawn from HQ and NQ diameter diamond
drill holes drilled from surface locations and underground headings.

After Sino
Gold acquired the project in 2001, it drilled 322 drill holes over 152,500
metres in approximately a 50 by 50 metre grid over the deposit to delineate the
resource and test additional targets on the property. The deepest drilling
intercepted strong gold mineralization and intense alteration at more than 1,000
metres in depth. The next phase of drilling included 454 underground holes over
49,300 metres in approximately a 10 by 20 metre pattern. This was largely for
preproduction purposes.

Another
phase of exploration drilling began in 2010, drilling 567 holes totaling 20,500
metres, mainly from underground platforms.







| |  | 
| |  | 

---



Drillers
placed the core into labelled plastic core trays at the drill rig, and marked
them before they were brought to the core shed facilities. Geological and
geotechnical data were collected from the core and transferred to the project
drill database. Core recovery in the mineralized zones was very good, averaging
91%.

Sample
intervals from underground preproduction holes were sampled in their entirety.

Sampling
and analysis

Sample
intervals from averaging 1.0 metres were selected by the geologist and marked in
the core boxes. These were then sawn in half with a diamond saw. One half was
submitted for assay and one half retained for reference on site. Sample
intervals from underground preproduction holes were sampled in their entirety.

After
initial crushing, the samples were pulverized to pass -200 mesh. A 200 gm split
was set aside for analysis. Prior to analysis, quality control samples, a
Standard Reference Material (SRM), a duplicate sample and a blank sample were
inserted into the sample stream at about twenty-fifth sample.

Samples
were analyzed by the Jinfeng mine laboratory using standard AAS-Graphite Furnace
assaying after Aqua Regia digestion and hydrofluoric acid treatment to
completely liberate all trace constituents from silicate mineral matrices. We
also sent about 5% to 10% of the samples to the ALS facility in Guangzhou for
third party quality monitoring.

Data
verification

Monitoring
of the control samples, using our quality assurance and quality control program,
and the third party laboratory results, showed all data were in control during
the preparation and analytical processes.

In
our opinion, the Jinfeng deposit assay database is accurate and precise enough
to support mineral resource estimation.

Technical
report

The
information in this AIF is partly based on the scientific and technical data in
the Jinfeng technical report, prepared for Sino Gold, Jinfeng Gold Mine,
Guizhou Province, China, by Michael Warren, BSc.(Mining Eng.), MBA, FAusIMM,
FAICD of SRK Consulting Pty. (Australasia) Ltd., Weifeng Li, MAusIMM of West
Swan Pty Ltd. and Yumin Qiu, MAUSIMM, qualified persons under NI 43-101.

The
report is dated January 29, 2010, and effective October 10, 2007. It's
available on SEDAR www.sedar.com.

Litigation

There
are currently no known material litigation matters or outstanding actions
against Sino Guizhou Jinfeng Mining Limited relating to Jinfeng.







| |  | 
| |  | 

---







White
Mountain

|                                |                                                                                                                                                                                                                                                
|------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                        | Jilin
      Province, southwest China                                                                                                                                                                                                          
|ownership                       | Eldorado
      (95%)
      Tonghua
      Jilin Tonhua Institute of Geology and Minerals Exploration and Development
      (Tonghua) (5%)                                                                                                       
|type
      of mine              | underground                                                                                                                                                                                                                                    
|metal                           | gold                                                                                                                                                                                                                                           
|in
      situ gold              | proven
      and probable reserves: 0.72 million ounces
      grade: 3.74 g/t
      measured
      and indicated resources: 0.95 million ounces
      grade: 3.70 g/t
      inferred
      resources: 0.34 million ounces
      grade: 3.59 g/t
|average
      annual production | 71,000
      ounces                                                                                                                                                                                                                            
|expected
      mine life        | 9
      years, based on current proven and probable reserves                                                                                                                                                                                   
|employees                       | 840
      (including 499 contractors)                                                                                                                                                                                                          



History

|     |                                                                                                                                                                                                     
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2004 | exploration
      begins                                                                                                                                                                            
|2007 | construction
      begins                                                                                                                                                                           
|2008 | construction
      is completed on budget, at US$65 million
      mining
      license issued in April
      first
      doré poured in October
      commercial
      production begins in December
|2009 | Eldorado acquires
      Sino Gold                                                                                                                                                                   









| |  | 
| |  | 

---



Licenses,
permits and royalties

There
are currently sufficient mining rights to support our mining operations.

|            |                                                                                                                                                                                                                                                                                                                                                                                                                                           
|----------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Mining      | 
      mining certificate covers 205.14ha, issued April 16, 2008, expires
      April16, 2019
      
      mining license covers 29.4 hectares, expires March 13, 2059                                                                                                                                                                                                                                                                  
|Exploration | There are four
      exploration leases, all of which are in renewal
      
      T01120080502000429, covers 5,658 hectares
       2200000710501,
      covers 2,351 hectares
       2200000730503,
      covers 1,755 hectares
      
      T22120081202020177, covers 1,467 hectares
      We recently agreed
      to form a new joint venture covering a 29 km2 exploration
      license immediately northeast of White Mountain.
|Permits     | Operating
      permit: issued February 20, 2008, expires February 20, 2018. Was rechecked
      in 2010 and passed.
      Tailing
      dam safety production permit: issued January 21, 2010, expires January 20,
      2013.
      Underground safety
      production permit: issued July 5, 2010, expires July 4, 2013                                                                                                               
|Royalties   | We pay an annual
      resource compensation fee of 2.4% of sales revenue to the provincial
      government.                                                                                                                                                                                                                                                                                                                             

About
the property

White
Mountain is in Jilin Province in northeast China, 230 km southeast of Changchun.

The
site is in the Longgamp Mountains about 8 km west of the city of Baishan. There
are two topographic areas: the low mountain area and the valley basin.
Vegetation is mainly natural secondary forest.

The
site is 2 km from a Class-1 highway that connects Baishan and Changchun. Flights
to many domestic and international cities are available from Changchun Longjia
International Airport. There is a large labour pool in the area and both
mechanical and electrical maintenance are provided locally.

There
is plenty of surface water in the area, from the Diaoshuishe and Dabanshigouhe
branches of the Huihe River and the Huijiang River. The Diaoshuishe branch is
the main water source for the operation. The pipeline is buried to prevent
freezing in the winter.

The
mine is connected to the 66kV Jiangbei Electrical Substation approximately 4 km
from the site.

The
tailings storage facility is about 600 metres west of the site in a steep sided
valley. The mill is situated where the Zhengjiangon Creek and the larger
Zhenshumengoa River meet.

Climate

The
area is in the north temperate climate zone. It has annual average precipitation
of 350 to 1,000 mm, 60% of which falls from June to August. The temperature
ranges from -42.2 C to 36.5 C, with an annual average temperature of 4.6 C.

Operations

We
use a sub-level open stoping mining method where the orebody is thicker than 10
metres and steeper than 55 degrees, and a benching method in narrower areas. The
processing plant is a standard carbon-in-leach plant.

We
have based the production schedule on metallurgical testing that identified two
types of ore:
non-refractory (approximately 90% of the ore) and refractory (approximately
10%). Recoveries are nominally 85% for non-refractory and 65% for refractory
ore.

Since
the refractory component is a small percentage of the overall orebody we have
chosen to use a standard carbon-in-leach plant. Because of the refractory
component, recoveries can be variable based on where we are mining in any month.







| |  | 
| |  | 

---





Life
of Mine Production and cost estimates

·

production:
700,000 tonnes per year

·

gold
doré: 71,000 ounces per year at a metallurgical recovery rate of 80.3%

·

cash
operating cost: $530 per ounce

Forecast
production for 2011 is 70,000 to 75,000 ounces at $485 - $500 an ounce.

Capital
costs for 2011 are expected to be $10 million.

The cost for
processing and mine support is expected to remain constant for the rest of the
mine life, except in response to changes in the costs of inputs that affect the
entire gold mining industry: the cost of diesel and reagents, the cost of labour,
exchange rates and inflation.

Environment

On August
11, 2009, a small group of farmers living approximately 3.5 km from the mine
site blocked off the road leading to the mine. The farmers were seeking
compensation for alleged pollution of the water in a nearby creek. The White
Mountain environmental impact assessment had not anticipated water discharge, so
the government closed the mine.

Extensive
testing of the water in the creek by independent experts and the Environmental
Protection Bureau confirmed that the villagers' claims were not founded. We
submitted a supplemental environmental impact assessment, and on January 12,
2010, announced that the government had approved the change, the mine had
re-opened and production started up again. We are now able to discharge treated
water.

During the
shutdown underground development continued which provided an efficient start up
when government approvals allowed production to recommence.

Exploration

The Chinese
exploration brigade carried out preliminary exploration in the White Mountain
area from the late 1990s until 2003, when Sino Gold acquired a joint venture in
the project. Preliminary exploration work by the Chinese Brigade included
geological mapping, soil geochemistry, trenching, excavation of two adits, and
completion of three drillholes.

After the
deposit was discovered in late 2004, Sino Gold drilled over 84,000 metres over a
three year period. Recent exploration has focused on drilling stepout holes
along strike and downdip on the main orebody. In addition, early-stage
exploration programs comprising mapping, soil sampling, trenching, and drilling
are ongoing on several nearby prospects with geological characteristics similar
to the White Mountain deposit.

Geology
and mineralization

Geological
setting

The White
Mountain deposit is located along a regional northeast-striking fault zone that
separates Proterozoic craton from a sequence of Phanerozoic sedimentary rocks.
Gold mineralization is known to occur over at least a 6 km strike length of the
fault zone, primarily hosted in the Phanerozoic sedimentary sequence.

The deposit
sits along two strands of the fault zone, referred to as the F100 and F102
faults. F100 dips 40-50°to the southeast, and coincides with an unconformable
contact between marl and dolomite and overlying quartzites. F100 dips 70-80° to
the southeast. It records significant movement and juxtaposes the hanging wall
sequence against a sequence of folded shale and fine-grained sandstone in the
footwall.

The deposit
is thickest and has highest grades where the two faults intersect, and along the
F100 fault within a few hundred metres downdip of the intersection.
Mineralization extends over a strike length of approximately 1,400 metres
horizontally, and to between 100 and 600 metres downdip from the intersection
within the plane of F100.







| |  | 
| |  | 

---



Mineralization

Gold
mineralization at White Mountain occurs within and adjacent to a silicified
hematitic breccia zone and is associated with pyrite, hematite, and barite. The
breccia is localized along the F100 fault marking the quartzite - dolomite
contact, and the thickness of the strongly mineralized zone ranges between ten
and twelve metres thick on average. Transverse faults across the F100 fault are
interpreted to localize high-grade gold zones.  The deposit remains open
along strike to the northeast and at depth.

Drilling

The
data supporting the mineral resources is drawn from diamond drill holes of NQ
diameter, drilled from surface locations and underground headings. Surface
drilling includes a total of 326 holes covering 95,400 metres, generally in a 40
by 50 metre grid over the deposit. Underground drilling includes a total of 347
holes covering 25,000 metres in a 15 by 10 metre pattern.

Drillers
placed the core into labelled plastic core trays at the drill rig, and marked
them before they were brought to the core shed facilities.

Geological
and geotechnical data were collected from the core and transferred to the
project drill database. Core recovery in the mineralized zones was higher than
95%.

Samples
were selected at one metre intervals. The core was cut in half with a diamond
saw. Half was sent for analysis and the other half returned to the core tray.

Surface
core samples were dispatched to the sample preparation facilities operated by
Geological Brigade 606 - Non-Ferrous Metallic and Geological Exploration
Bureau of Jilin Province in Tonghua city.  Underground samples were
processed at the mine site sample preparation facility.

Sampling
and analysis

After
initial crushing, the samples were pulverized to pass -20 mesh. A 300 g sample
was then pulverized to -200 mesh and poured into kraft bags. Core samples were
prepared by inserting a Standard Reference Material (SRM), a duplicate sample
and a blank sample into the sample stream at every twentieth sample.

Until
2010, all surface samples were analyzed at Northwest Non-ferrous Metals Geology
Institute at Xi'an in Shaanxi province, where samples were assayed using
standard AAS-Graphite Furnace assaying after Aqua Regia digestion and
hydrofluoric acid treatment to completely liberate all trace constituents from
silicate mineral matrices. This year we sent the surface samples to the ALS
analytical laboratory in Guangzhou, which used fire assaying methods.
Underground samples are analyzed at site.

Data
verification

Xi'an
Lab analyses of resource and reserve drilling phases was reviewed and early
analyses (2004 to 2006) found to be precise but variably accurate. However, much
of the deposit covered by these older data has been re-drilled as part of
ongoing underground grade control drilling. The underground data are supported
by quality control and quality assurance samples which showed that all data were
in control throughout the preparation and analytical processes. The same control
was demonstrated for samples sent to ALS.

In
our opinion, the White Mountain deposit assay database is accurate and precise
enough to support mineral resource estimation.

Technical
report

The
information in this AIF is partly based on the scientific and technical data in
the historical White Mountain technical report prepared for Sino Gold: White
Mountain Project, Jilin Province, China, by Michael Warren, BSc. (Mining
Eng.), MBA, FAusIMM, FAICD., of SRK Consulting (Australasia) Pty Ltd.,
a qualified person under NI 43-101.

The
report is dated October 10, 2007. It's available on SEDAR www.sedar.com under
the Sino Gold Mining Limited company profile.

Litigation

There
are currently no known material litigation matters or outstanding actions
against White Mountain, Sino Gold Jilin BMZ Mining Limited relating to White
Mountain.







| |  | 
| |  | 

---







Eastern
Dragon

Development
project

|                                |                                                                                                                                                                                                                                                      
|------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                        | Heilongjiang
      Province, northern China                                                                                                                                                                                                          
|ownership                       | Heihe
      Rockmining Limited,
      a joint venture
      - Eldorado (95%)
      - DaxinglanlingYihua Mining Development Company
        Limited (5%)                                                                                              
|type
      of mine              | open
      pit and underground                                                                                                                                                                                                                       
|metal                           | Gold
      and silver                                                                                                                                                                                                                                
|in
      situ gold              | proven
      and probable reserves: 0.76 million ounces
      grade: 7.71 g/t
      measured
      and indicated resources: 0.85 million ounces
      grade: 7.50 g/t
      inferred
      resources: 0.19 million ounces
      grade:
      2.67 g/t
|average
      annual production | 80,000
      ounces                                                                                                                                                                                                                                  
|expected
      mine life        | 7
      years, based on current proven and probable reserves                                                                                                                                                                                         
|employees                       | 350 (at
      full production including contractors)                                                                                                                                                                                                 
|commercial
      production     | expected
      in late 2011                                                                                                                                                                                                                          



History

|     |                                                                                                           
|---- | ----------------------------------------------------------------------------------------------------------
|1998 | routine
      geological surveying begins                                                                 
|1999 | 707 Brigade
      discovers the deposit                                                                   
|2003 | Heihe Rock Mining
      Development Limited (Hong Kong) acquires the deposit                              
|2008 | Sino Gold acquires
      Heihe, and with it, 95% of Eastern Dragon                                        
|2009 | Eldorado
      acquires Sino Gold
      environmental
      impact assessment report is approved in August









| |  | 
| |  | 

---



Licenses,
permits and royalties

|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|----------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Mining      | Permitting
      is on track                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|Exploration | There
      is currently one exploration license, Lode 5, which is based on our
      commitment to spend RMB 1,400 per year on exploration
      
      T23520090302027445, covers 0.14 km2, granted March 27, 2009,
       expires March 26, 2011. Licencse renewal is in process.
      An application
      process is underway to transfer ownership of the exploration license for
      the adjacent 53 km2 from 707 Brigade to the joint venture. This
      area is known as EL53.
|Permits     | The following
      permits are required:
       project
      permit approval
       gold operating
      permit                                                                                                                                                                                                                                                                                                                                                                         
|Royalties   | We
      are required to pay royalties to state and local authorities. We are
      negotiating the amounts and will finalize the arrangement after we receive
      all permits.                                                                                                                                                                                                                                                                                                           

About
the property

Eastern
Dragon is in Heilongjiang Province in northern China, approximately 425 km north
of the provincial capital Harbin, and 45 km southeast of the town of Xunke.
Xunke is 70 km from Heihe city, 118 km from Sunwu county town and 120 km from
Yichin city in Wuyiling district.

There
is road and rail access from Harbin to Sunwu and Yichin. A sealed highway just a
few kilometres from the site connects Heihe to Xunke. There are flight
connections between Heihe and Harbin and from Harbin to other cities in China,
including Beijing.

The
deposit is 200 to 280 metres above sea level, in an area of rolling hills that
are farmed in the summer or dedicated to forestry. The lower lying areas are
suitable sites for mine infrastructure, tailings and waste disposal, subject to
government approval. An 8 km road from the highway to the project area passes
through farmland and forested areas, and is unsealed over the last half.

There
is a 35kV power substation 8 km from the site. Water can be sourced from the
Kubin River, 1.2 km to the north of the deposit. Coal is available from the
Heilongjiang Hegang coal mine. Basic building materials can be sourced from
Heihe and other materials from Harbin.

Climate

The
area has relatively long winters and short, hot summers. Average annual rainfall
is 430 mm. It is covered in snow from mid-October to April.

Operations

Eastern
Dragon will start out as a small open-pit mine, and then become an underground
operation.

The
proposed open pit has been designed to minimize land use, and we expect it to
have enough volume to store all of the tailings from the underground operation.

The
contractor is expected to begin work in April 2011, establishing a camp, a
diesel farm, a workshop and other mine infrastructure. Pre-stripping will begin
in May 2011, and open pit ore production in October 2011.

The
contractor should begin development of the underground mine in July 2011, as
long we receive the project permit. We expect construction and ramp-up to full
production to take approximately two years: three months for portal work,
fifteen months to develop the decline to 125 metres elevation, at an advance
rate of 60 metres per month, and three to six months for ore sill development
and other preproduction activities.

Underground
ore production should begin at lower rates in July 2013, and reach peak
production of 1,000 tonnes per day at the end of 2013. We have to mine two
underground bench stopes concurrently, at a vertical advance rate of
approximately 30 metres per year, to meet this production level.







| |  | 
| |  | 

---





The
Eastern Dragon ore is high grade (8.42 g/t Au and 74 g/t Ag), and it is amenable
to cyanide leach with high recoveries for both gold and silver. The process
plant is designed to treat 450 tonnes of ore per day initially and will increase
to 1,000 tonnes per day as part of a planned expansion.

We are using
conventional equipment and processes:

·

run
of mine ore is crushed in a two-stage crushing circuit and then milled in a
single stage ball mill

·

the
ore is leached with cyanide and thickened

·

the
thickener overflow is fed to a carbon-in-column (CIC) circuit, which removes
most of the silver from the circuit

·

the
thickener underflow is leached again with cyanide in a normal carbon-in-leach
circuit. This, combined with the pre-leach and the CIC, ensures the highest
possible recoveries of gold and silver.

·

loaded
carbon from the two circuits is then combined and eluted to recover the precious
metals.



·

After
we have recovered the gold and silver, the tailings from carbon-in-leach circuit
are thickened. The overflow is recycled, and the underflow is forwarded to a
cyanide destruction circuit and then dewatered using filter presses to produce a
filter cake suitable for dry stock tailings disposal. During the first two years
of operation, tailings will be impounded in an interim tailings dump. After open
pit mining stops, these will be moved to the mine's open pit.

Life
of Mine Production and cost estimates

·

production:
450 tonnes per day for 12 to 24 months, followed by 1,000 tonnes per day, or
360,000 tonnes
per year over 18 months

·

gold:
80,000 ounces per year at a metallurgical recovery rate of 90%

·

silver:
580,000 ounces per year at a metallurgical recovery rate of 80%

·

cash
operating cost: $125 (after silver credits, calculated using a silver price of
$10 per ounce)

Forecast
productions for 2011 is 20,000 - 25,000 ounces at $40 to $45 an ounce. Capital
costs for 2011 $62.5 million.

Environment

We are
developing environmental management programs and procedures, including
environmental monitoring, tailings storage facility operation, site
rehabilitation, water management and hydrocarbon management. Site rehabilitation
will begin during the construction stage.

The local
Land and Resource Bureau will require a mine closure bond as financial assurance.
This will be returned in stages as rehabilitation is completed.

Exploration

The Eastern
Dragon deposit was discovered in 1998, after the Heilongjiang 707 Brigade
identified a mineralised quartz vein float during a regional geological survey
and 1:200,000 mapping program.  Between 1999 and 2002, the 707 Brigade
completed geological mapping, soil and stream sediment sampling programs,
extensive trenching, gradient array resistivity and ground magnetic surveys,
excavation of underground exploration adits, and over 8900 metres of diamond
drilling. This work outlined an initial resource on the Lode 5 vein deposit, and
identified several other vein targets in surrounding areas.

Recent
exploration includes induced polarization and ground magnetic geophysical
surveys in 2009 and 2010, as well as additional prospecting and sampling.
Drilling in 2009 extended known mineralization 200 metres to the north and 75
metres to the south along strike. Assays confirmed that the northern extension
contains several high-grade mineralized zones near the surface.

Geology
and mineralization

Geological
setting

Eastern
Dragon sits above a basement granitic intrusive complex, composed of medium
grained granodiorite and adamellite of probable Triassic age. These are
unconformably overlain by a Cretaceous volcanic, volcaniclastic and sedimentary
sequence of intermediate to locally felsic composition. The northern part of the
deposit sits below a post-mineralization sequence of weakly-consolidated
Tertiary alluvial and colluvial sandstone and conglomerate up to 25 metres
thick.





| |  | 
| |  | 

---



The
epithermal veins at Eastern Dragon occur along roughly north-south striking,
subvertical faults that cut and displace the basement rocks and overlying
Cretaceous strata, but are overlapped by Tertiary sedimentary rocks.
Displacement on these faults does not appear to be more than a few tens of
metres.

Mineralization

Eastern
Dragon is a low sulfidation, epithermal vein deposit. Most of the defined
resource is confined to a single vein (Lode 5), that has been traced over a
strike length of approximately one kilometre north-south. The mineralized part
of Lode 5 averages around 6 metres wide, and is steeply dipping to subvertical.

The
vein is infilled mainly with colloform and crustiform banded quartz, often
pseudomorphing bladed calcite. Breccia textures are common. Paragenetically late
quartz+chlorite+pyrite overprints the banded quartz veins, and is associated
with lower gold grades. The veins are enveloped in a clay and sericite
alteration zone, grading outward to chlorite alteration of matic minerals in
host rock.

Drilling

The
707 Brigade completed 45 diamond drill holes totalling 8,903 m from 1998 to
2002.

In
2008, Sino Gold carried out several hundred check assays, including diamond
drilling and channel sampling, to extend, infill and check the work done to
date.

Over
the last two years, we have drilled 133 holes covering 29,000 metres.

All
diamond drilling was done with diamond drill rigs of NQ to HQ size. Drill lines
are from 25 to 50 metres apart. Drill holes are typically 30 to 50 metres apart,
and are inclined to the east and west, from about 45 degrees to almost vertical.

Collars
were located by detailed surveys. Down hole surveying was routinely done at 30
metre intervals and at the end of the hole, mostly using an Eastman down hole
survey tool.

Drillers
placed the core into recycled plastic core trays at the drill rig, and marked
them before they were brought to the core shed facilities.

Geological
and geotechnical data were collected from the core and transferred to the
project drill database. All core was photographed before sampling.

Samples
were selected at one metre intervals. The core was cut in half with a diamond
saw. Half was sent for analysis and the other half returned to the core tray.
Core recovery in barren and mineralized zones was higher than 95%.

We
keep the core library in storage facilities on site.

Sampling
and analysis

After
initial crushing, each sample was pulverized to pass -200 mesh. About 80 g of
the pulverized sample was sent to Intertek (Beijing) and SGS (Tianjin), and
assayed for both gold and silver using fire assay with an atomic absorption
finish.

Core
samples were prepared by inserting a standard and duplicate control sample into
the sample stream at every tenth sample. Blank samples were not inserted,
although some standards used were of such low values that they were effectively
blanks. A third party laboratory was used in all campaigns.

About
5 to 10% of the samples were sent to the ALS facility in Brisbane and later to
the ALS facility in Guangzhou. Samples were analyzed by fire assaying methods.

The
specific gravity was measured for 424 samples, using the weight difference in
air and when submerged in water. The average specific gravity for Lode 5 was
2.55.

Metallurgical sampling
test work has been carried out on three composite samples:

·

one
from surface trenches, carried out by 707 Brigade and tested at Changchun Gold
Research Institute

·

a
mix of surface trenches and adit channel sampling, carried out by 707 Brigade
and tested at the Jilin Gold Research Institute

·

a
mix of surface and adit samples plus selected drill core, carried out by Heihe
and tested at Beijing General Research Institute for Mining and Metallurgy





| |  | 
| |  | 

---







The
two programs carried out by 707 Brigade included evaluating gold recovery by
flotation, gravity and leaching, and included evaluation of carbon-in-leach,
resin-in-pulp and leach/zinc cementation leaching options.

The
more recent program by Heihe included leaching test work, evaluating a
flotation/carbon-in-leach option and test work for partial recovery of precious
metals from solution onto carbon using columns.

Standard
analytical methods were used and duplicate tests were carried out for all major
tests. Leach recoveries for gold from all three programs were higher than 94%.

Data
verification

A
review of earlier quality assurance and quality control data showed that samples
from the 707 Brigade were in control during preparation and analytical
processes. Data from the 2009 and 2010 drill campaigns and the third party
laboratory check assays were also in control.

In
our opinion, the Eastern Dragon deposit assay database is accurate and precise
enough to estimate resources.

Litigation

There
are currently no known material litigation matters or outstanding actions
against Eastern Dragon, or Heihe Rockmining Limited relating to Eastern Dragon.









| |  | 
| |  | 

---



Regional
review

Brazil

[aif012.jpg]

We
have a long history of operating in Brazil, dating back to 1996, when we
acquired the Sao Bento Mine and other exploration assets from Gencor. We
sold the Sao Bento Mine to AngloGold in 2008, but retained Sao Bento's key
management and exploration executives, who have since been responsible for
discovering, developing and operating the Vila Nova Iron Ore Mine, advancing
Tocantinzinho towards a feasibility study and construction decision, and
evaluating new opportunities in the gold and mineral sectors of Brazil.

Properties

We currently have one
operation and one development project in Brazil:

·

Vila
Nova - iron ore mine

·

Tocantinzinho
- gold development project

Other
exploration

Our 2010
budget for exploration and development in Brazil was approximately $5 million.
This includes Tocantinzinho and general reconnaissance work in the Carajas and
Tapajos regions of Para state, focusing on lands with potential for precious
metals that are, or are likely to become, open or in public tender.  We
also conducted a geochemical sampling and drilling program at the Agua Branca
project, currently held under an option agreement with Talon Metals Corp.





| |  | 
| |  | 

---







Vila
Nova

Iron
ore mine

|                                 |                                                                                                                                                                      
|-------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                         | southern
      Amapá State, Brazil                                                                                                                                   
|ownership                        | Sao
      Bento Mineraco SA,
      a wholly owned subsidiary of Eldorado
      100%                                                                                  
|type
      of mine               | open
      pit                                                                                                                                                       
|metal                            | iron
      ore                                                                                                                                                       
|reserves
      and resources     | proven
      and probable reserves: 9.19 million tonnes
      grade: 61.0% Fe
      measured
      and indicated resource: 9.88 million tones
      grade: 61.5% Fe  
|expected
      annual production | 1,000,000
      tonnes                                                                                                                                               
|expected
      mine life         | 9
      years, based on current proven and probable reserves                                                                                                         
|employees                        | 221
      (350 at full production)                                                                                                                                   
|production                       | produced
      in 2010:
      266,000 wmt low phosphorous ore
      186,800 wmt high phosphorous ore
      planned
      for 2011:
      440,000 - 480,000 wmt tonnes
|cash
      operating costs       | $40
      - $45/tonne                                                                                                                                                



History

|             |                                                                                                                                                                                                                    
|------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1948         | Ackermann,
      a geologist, retained by the Federal Territory of Amapá, publishes a
      paper on the mineral resources of the area, with emphasis on the Santa
      Maria do Vila Nova iron ore               
|1946 to 1947 | Hanna
      Exploration Co., a North American company, carries out rotary drilling in
      the Santa 1947
      Maria
      area, focusing on iron ore. Drilling covers 1,662 m, and features a low
      recovery
|1983 to 1987 | Mineração
      Amapari S/A carries out gold and iron exploration using the Hanna drilling
      1987 data, and is granted the mining rights from the Brazilian National
      Production Department               
|2005         | Eldorado enters
      into an agreement with Mineração Amapari SA to evaluate the deposit, and
      signs an option agreement to acquire 50% of Vila Nova                                                         
|2006         | Exercise our
      option and acquire a 50% interest in the project                                                                                                                                                
|2007         | Feasibility
      study is complete
      Increase our
      interest to 75%                                                                                                                                       
|2009         | Acquire the
      remaining 25%, increasing our interest to 100%
      Infrastructure is
      complete and plant commissioned                                                                                     
|2010         | Trial mining
      begins                                                                                                                                                                                          





| |  | 
| |  | 

---



Licenses,
permits and royalties

|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|----------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Mining      | We
      have mining rights for 4,254 hectares under two licenses
      ·
      Process
      #858.119/2009
      ·
      Process
      #850.048/80. This is the result of a partial transfer and assignment of
      mining concession #145/91 to Unamgen (a Brazilian subsidiary) in 2010.
      Authorization was published at the Official Gazette (Diário Oficial da
      União ) on January 28, 2010 and recorded at National Department of Mining
      Production files on February 9, 2010.                                                    
|Exploration | We
      have exploration licenses that cover 152,000 hectares around the former
      Vila Nova gold project. The mineralized trends from the Vila Nova project
      extend into this area, and regional airborne geophysical data has defined
      several targets along regional structural lineaments. We carried out a
      grassroots evaluation of these targets in 2007, including soil and stream
      silt geochemical sampling, but did not find any geochemical or geological
      anomalies. We are no longer exploring in this region.
|Permits     | The
      project is fully permitted for commercial production.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|Royalties   | A
      royalty of 2.0% on revenues will be payable to the Brazilian government.                                                                                                                                                                                                                                                                                                                                                                                                                                                                         

About
the property

The
1,475 hectare Vila Nova property sits 175 km west of Macapá, the capital of the
Amapá State, in northeastern Brazil. The majority of workers are drawn from the
local region.

The
site is mostly flat, with small slopes and dense vegetation. The nearby Vila
Nova River, which flows through the property, is used for water supply.

To
support mining, processing and transportation, maintenance shops,
accommodations, water and electrical supply, crushing and screening facilities,
a spiral circuit and a tailings dam have been built.

The
tailings dam is made of compacted earth from the surrounding areas. The first
phase of construction will support four years of operation. A second phase will
raise the crest of the dam to contain all tailings generated during the mine's
nine year life.

Processed
iron ore is sent by rail to the port for shipping. The Public Port CDSA is
operated by the Santana Port Authority. A second private port is operated by
Anglo Ferrous do Brazil. The two ports are on the north bank of the Amazon
River, in the town of Santana, approximately 18 km upstream from Macapá.

Climate

The
site is in a tropical rainforest region. Annual rainfall is 2,300 mm, and 85% of
this falls in the rainy season (December to June). The annual temperature ranges
from 230 C to 350 C. Relative humidity is 95%.

Operations

The
Vila Nova Iron ore deposit is 5 to 40 m thick and 1,800 m along strike. The ore
body is subvertical, with hanging and footwall made up of weathered schist. It
is well-suited for open pit mining using small mine equipment.

The
mine is a standard open pit that produces two products: lump ore and sinter
fines. It uses hydraulic excavators and highway-type haul trucks with
conventional rock boxes.

Trial
mining and processing was conducted in June 2010 to test plant performance and
logistic systems. The initial monthly production rate was 55,000 tonnes of run
of mine ore, yielding 45,000 wet metric tonnes of finished product. 55 percent
of this is lump ore and 45 percent sinter fines.

High
grade phosphorus ore from the upper benches is stockpiled and will later be
blended with low grade phosphorus ore. Waste rock is placed onto a dump 2.5 km
from the pit. This year's stripping ratio was 2:1 waste:ore. We expect it to
be 3:1 in 2011.





| |  | 
| |  | 

---







For
2011, we have a contract to transport iron ore to Santana by railway, and a ship
loading contract in the Anglo Ferrous Port. Both railway and port are operated
by Anglo Ferrous Brazil. 45,000 tonnes of lump ore was shipped in November and
45,000 tonnes of sinter fines was shipped in December. The ore was sold on the
spot market.

Production
and cost estimates

·

production
of finished products:  
2011: 460,000 dry metric tonnes
2012: 628,000 dry metric tonnes
2013: 879,000 dry metric tonnes

·

operating
costs: approximately $50 per dry metric tonne of lump ore and sinter fines for
the life of mine

This
financial model will be updated after contracts for sales, rail transportation
and shipping have been settled.

Capex to
date is $46.7 million.

The maximum
general corporate tax rate in Brazil is 34%. Due to its location, however, Vila
Nova qualifies for a reduced tax rate of 15.25%.

Environment

On May 12,
2010, Amapá State's environmental agency granted transference of the
operating environmental license and mining concession. It is valid for one year.

We have
implemented a program to monitor the pH, oils and chemical elements in the water
and effluent, to make sure the operation is not contaminating the adjacent water
systems. Every six months, we send a report with the results to Amapa State's
SEMA Environmental Agency.

Once the
mine is closed, we will sod the tailings dam and the waste dump and plant trees.

Geology
and mineralization

Geological
setting

The deposit
is a steeply dipping outcropping hematite body, 5 to 40 metres thick, that
trends approximately north-south with a narrower fold limb extending to the
northwest.

Mineralization

The resource
contains massive and laminated hematite with minor intercalations of schist in
the central and southern part of the ore body and softer more granular hematite
in the north, particularly north of the Vila Nova River where it becomes
interspersed with iron rich schist (itabirite).

Drilling

From 2005 to
2007, we carried out topographic and geological mapping, surface sampling,
diamond drilling, chemical analyses of surface and drill core samples,
metallurgical characterization testing and review of mineral resources and
reserves.

49 diamond
drill holes for a total of 4194 m were drilled. Of these, 31 (2951 m) were in
the portions of the deposit where mineral resources were estimated. Drilling was
by wireline method with H-size equipment. Drill core samples ranged from 4.0 to
5.5 metres in length (40 percent equal to 5.0 metres). Trench samples excavated
in Bacabal South were 5.0 metres.

Core samples
were cut longitudinally with a diamond rock saw. One half was stored in special
treated wood core boxes and the other half used for analysis.

Standard
logging and sampling conventions were used: the core was photographed before
being sampled, and logged in detail onto paper logging sheets. This information
was entered into the project database. Core recovery was very good to excellent.

Sampling
and analysis

We placed
the samples in reinforced plastic bags, boxed them, and sent them to two
laboratories for chemical analysis: the SGS-GEOSOL facility in Belo Horizonte,
Brazil and the ALS Chemex laboratory facility in Vancouver, Canada.





| |  | 
| |  | 

---



The
following elements were analyzed: Al2O3, BaO, CaO, Cr2O3,
Fe2O3, MgO, MnO, P2O5, K2O,
SiO2, Na2O, SrO and TiO2 (to a detection limit
of 0.01%). Ferrous Fe and LOI were also measured. Samples also underwent
material characterization analysis.

For
quality control, we monitored two sets of duplicate data: regularly submitted
coarse reject duplicates, and submissions to a second laboratory. Results show
good reproducibility and no bias in the assay process.

Data
verification

For
quality control, we monitored two sets of duplicate data: regularly submitted
coarse reject duplicates, and submissions to a second laboratory. Results show
good reproducibility and no bias in the assay process.

Before
modeling, we verified assay, collar coordinate and down hole survey data in the
Vila Nova database against source data, and did not find any significant
discrepancies.

In
our opinion, the Vila Nova database is accurate and precise enough to estimate
resources.

Technical
report

The
information in this AIF is partly based on the scientific and technical data in
the Vila Nova technical report: Technical Report on Vila Nova Iron Ore
Project,by Roberto Costa, Roberto Costa Engenharia Ltda, and Stephen Juras,
Ph.D., P.Geo. of Eldorado, qualified persons under NI 43-101.

The
report is dated July 31, 2007. It's available on SEDAR www.sedar.com.

Litigation

There
are currently no known material litigation matters or outstanding actions
against the Vila Nova Mine, or Sao Bento Mineracao Ltda. relating to Vila Nova.





| |  | 
| |  | 

---







Tocantinzinho

Development
project

|                                |                                                                                                                                                                                                                                          
|------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                        | Brazil                                                                                                                                                                                                                                   
|ownership                       | Brazauro
      Recursos Minerais Ltd.,
      a wholly owned subsidiary of Eldorado
      100%                                                                                                                                            
|                               
|type
      of mine              | open
      pit                                                                                                                                                                                                                           
|metal                           | gold                                                                                                                                                                                                                                     
|in
      situ gold              | proven
      and probable reserves: 1.98 million ounces
      grade: 1.25 g/t
      measured
      and indicated resources: 2.39 million ounces grade: 1.06 g/t
      inferred
      resources: 0.15 million ounces
      grade: 0.66 g/t
|average
      annual production | 160,000
      ounces                                                                                                                                                                                                                     
|expected
      mine life        | 11
      years                                                                                                                                                                                                                           
|commercial
      production     | first
      quarter of 2015                                                                                                                                                                                                              
|employees                       | 500
      (at full production)                                                                                                                                                                                                           

About
the property

Geological
setting

The
Tocantinzinho project is located in the State of Pará in Northern Brazil, in
the Tapajós region.  It is estimated that the Tapajos historically has
produced up to 30 million ounces of gold from artisanal miners exploiting both
alluvial and saprolite hosted gold.

Exploration

Artisanal
miners have been active at the Tocantinzhino project since the 1980's but the
bedrock potential of the area was not fully recognized until diamond drilling
was completed by Brazauro, beginning in 2003.  Brazauro continued
exploration of the property until Eldorado optioned the project in 2009.
Drilling of the main deposit area, conducted first by Brazauro and subsequently
by Eldorado, has defined a body of disseminated mineralization measuring over
700m in strike length by up to 180m wide. The deposit has been drilled to
maximum depth of 400 metres below surface to date, and remains open at depth.

Exploration
outside of the main deposit area is directed towards identifying drilling
targets that might yield satellite mineralized bodies. To date this work has
included airborne magnetic and radiometric surveys, IP surveys, collection of
outcrop and channel samples (mainly from artisanal workings), and extensive
grid-based soil sampling programs. Geochemical and geophysical anomalies
identified by these means are typically followed up with detailed infill soil
sampling programs, and testing with either power auger drilling, reverse
circulation drilling, or diamond drilling.

Geological
setting

The
Tocantinzinho project lies within the Tapajós gold district, in the
south-central part of the Amazon Craton. The district is dominantly underlain by
granitic rocks of Paleoproterozoic age.

The
oldest mapped rocks are gneiss, schist, and metagranite of the Cuiu-Cuiu complex
(2,011-2,033 Ma), which are intruded by granite and granodiorite of the Parauari
Suite (1,957-1,997 Ma), tonalite, diorite and granodiorite of the Tropas Suite
(1,898-1,907 Ma), and granite and granodiorite of the Creporizão Suite (1,853-
1,893 Ma). Extrusive volcanic rocks of the Bom Jardim, Salustiano, and Aruri
Formations (1,853-1,900 Ma) cut all of these units. Alkaline granites of the
Maloquinha Suite (1,870-1,882 Ma) are widespread and intrude all older rock
units.







| |  | 
| |  | 

---





Gold mineralization is
found throughout the Tapajos district. Known deposits are:

·

Cuiu-Cuiu
(Cuiu-Cuiu Complex)

·

Tocantinzinho,
Palito (Parauari Suite)

·

Ouro
Roxo (Tropas Suite)

·

São
Jorge, Sucuri (Creporizão Suite)

·

V3-Botica,
Bom Jardim and Doze de Outubro (Salustiano and Bom Jardim Formations)

·

Mamoal
(Maloquinha Suite).

Many
of the known gold occurrences in the Tapajos, including Tocantinzinho, are along
a northwest trending regional lineament known as the Tocantinzinho Trend. The
trend is readily visible in regional topographic data, satellite images, and
airborne geophysical data. The Tocantinzinho deposit is elongate in this same
northwest orientation and is interpreted to be spatially controlled, at least in
part, by this regional-scale structure.

The most
widespread igneous rocks in the immediate area of Tocantinzinho are the granites
and quartz-monzonites of the Parauari Suite. Much of the gold mineralization
encountered to date is hosted by coarse grained, pink to grey syenogranite to
monzogranite, with distinctive amoeba shaped quartz grains. This is known
locally as salami and smoky granite.

Mineralization

The
Tocantinzinho deposit is an elongate northwest-trending body, measuring
approximately 180 metres wide x 700 metres long. It is a bulk-tonnage, sheeted
quartz vein deposit, hosted in granitic rocks of the Parauari Intrusive Suite.
Gold is associated with hairline to 4 cm quartz veinlets in altered granites,
and in aplite and pegmatitephases of the intrusive suite.

The
mineralized zone has two types of veins and veinlets: an earlier sheeted
quartz-chlorite vein system that forms sheets with associated pyrite, and a
younger veins of gray quartz with pyrite, generally with chlorite and carbonate
and variable but small quantities of chalcopyrite, galena, sphalerite and native
gold. The overall sulfide content of the gold-bearing zone varies from one to
three percent.

The
mineralized granites are cut by unmineralized andesite dykes, the largest of
which widens upward and caps mineralization in the northwestern portions of the
deposit. Andesite exists in other parts of the deposit as a series of
northwest-striking dykes that are interpreted to have fed the larger andesite
body. Both mineralized granites and unmineralized andesites are cut by
post-mineral rhyolite dykes.

Drilling

Drilling
campaigns, all from surface, were carried out by Brazauro between 2004 and 2008,
and Eldorado since 2008. A total of 49,000 meters in 175 core holes were drilled
for exploration and resource in-fill purposes.  Additional drilling for
metallurgical information (1500 meters in 5 core holes) and geotechnical
information (1460 meters in 6 core holes) was also conducted.  All diamond
drilling was done with wire line core rigs using NQ and HQ size coring.

Drill holes
collars were located using a total station instrument. All drill holes were
drilled at inclinations ranging from 47° to 83°, along 40° to 220° azimuths.
Down-hole surveys deviation (azimuth and inclination) were taken approximately
every 60 meters using the Reflex EZ Shot instrument.

Geology and
geotechnical data were collected from the core and it was photographed before
sampling.

Core
recovery in the mineralized units was very good.

The core is
stored in storage facilities near the site.

Sampling
and analysis

Sample
intervals from 0.2 meters to 2.0 meters were selected by the geologist and
marked in the core boxes. Individual samples were then cut using a diamond rock
saw. One-half of the sawn core was bagged and sent for sample preparation and
analysis to SGS Geosol (Brazauro) and ALS Laboratory group facilities in Brazil.





| |  | 
| |  | 

---







After
initial crushing, the sample was split to retain approximately one kilogram for
pulverization. After pulverizing, the sample was split again to create 250 to
300 g pulps. A Standard Reference Material (SRM) sample, a duplicate sample and
a blank sample were inserted into the sample stream at about every tenth sample.
 All samples were assayed for gold by 30 g charge fire assay with an atomic
absorption finish.

Monitoring
of these quality control and quality assurance samples showed all data were in
control throughout the preparation and analytical processes.

Data
verification

Monitoring
of the quality control and quality assurance samples showed all data were in
control throughout the preparation and analytical processes.

The
database supporting the Tocantinzinho resource model was reviewed in detail.
Checks were made to original data certificates with any discrepancies corrected
prior to use in resource estimation.

In
our opinion, the resource database for the Tocantinzinho deposit is sufficiently
free of error to be adequate for estimation of the respective mineral resources.
These data are also, in our opinion, accurate and precise enough for resource
estimation.

Development

In
2009, Brazauro advised Eldorado that we had met our commitment to spend $9.5
million on exploration and development under the earn-in arrangement with
Brazauro.  Eldorado has since acquired 100% of the securities of Brazauro.

Work
has focused on engineering studies covering the process plant, mine design, TMF,
and other significant infrastructure, including power and access options, as
well as preparing the prefeasibility study which will be released in the second
quarter of 2011.

Environmental
studies to support future permitting requirements are ongoing.

The 2011 budget is
$12.7 million for exploration and $20.7 million for development in 2011.

Litigation

There
are no known material litigation matters or outstanding actions against the
Tocantinzinho Development Project, or Brazauro Recursos Minerais Ltd relating to
Tocantinzinho.







| |  | 
| |  | 

---



Regional
review

Greece

[aif013.jpg]

We
currently have one development project in Greece:

·

Perama
Hill - gold development project









| |  | 
| |  | 

---







Perama
Hill

Development
project

|                                |                                                                                                                                                                                                                                                
|------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|location                        | eastern
      Thrace region, northern Greece                                                                                                                                                                                                   
|ownership                       | Thracean
      Gold Mining,
      a wholly owned subsidiary of Eldorado
      100%                                                                                                                                                             
|type
      of mine              | open
      pit                                                                                                                                                                                                                                 
|metal                           | gold                                                                                                                                                                                                                                           
|in
      situ gold              | proven
      and probable reserves: 0.98 million ounces
      grade: 3.13 g/t
      measured
      and indicated resources: 1.38 million ounces grade: 3.46 g/t
      inferred
      resources: 0.55 million ounces
      grade:
      1.96 g/t
|average
      annual production | 130,000
      ounces                                                                                                                                                                                                                           
|expected
      mine life        | 8
      years, based on current proven and probable reserves                                                                                                                                                                                   
|employees                       | 161
      at full production                                                                                                                                                                                                                   
|production                      | expected
      early 2014                                                                                                                                                                                                                      



History

|                 |                                                               
|---------------- | --------------------------------------------------------------
|1989             | Exploration
      begins                                      
|1993             | Perama South
      discovered                                 
|1995             | Perama Hill
      discovered                                  
|1996             | Mining exploration
      license and land title received      
|1996, 1998, 2000 | Drilling takes
      place                                    
|2008             | We acquire the
      project                                  
|2009             | We submitted
      preliminary environmental impact assessment









| |  | 
| |  | 

---



Licenses,
permits and royalties

|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|----------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Mining      | Two
      mining titles cover 1,897.5 hectares, issued December 1999, expire
      December 2049. Can be extended another 25 years.                                                                                                                                                                                                                                                                                                                                                                                 
|Exploration | the two mining
      titles have in effect superseded the mining exploration licences we had
      already obtained                                                                                                                                                                                                                                                                                                                                                                                                 
|Permits     | We
      need the following permits:
      ·
      environmental
      permit license: we submitted the preliminary environmental
      impact assessment in 2009. Evaluation is ongoing.
      ·
      mine
      operation license
      ·
      construction
      and operator licenses.
      We
      expect to receive a positive finding on the preliminary environmental
      impact assessment in 2011.                                                                                                  
|Royalties   | We
      will pay:
      ·
      a
      net smelter royalty of 2.5% of gold and silver production to the Greek
      government
      ·
      a
      2% net smelter royalty to Franco-Nevada Corporation
      Under
      separate Assignment and Assumption Agreements, both dated December 20,
      2007, Dafrico Overseas Limited and Autin Investments BV, assigned their
      aggregate interest in the Perama Hill Project to Franco-Nevada Corporation
      in exchange for the 2% net smelter royalty.

About
the property

Perama
Hill is in the eastern Thrace region of northern Greece, in a rural area 25 km
west-northwest of Alexandroupolis and 20 km south of Sappes.

Most
workers will come from the local region. Supplies and services will come mainly
from Alexandroupolis.

Topography
includes rolling hills ranging from 250 to 300 metres above sea level. Sparse
vegetation includes small oak trees and Mediterranean thorn and scrub bushes. A
stand of black pines north of the project is part of the Black Pine Forest.

Access
to the project is currently by farm tracks from Perama village, which is at the
end of a 4 km long asphalt road from the main Thessaloniki/Alexandroupolis
Highway. Future access will be through a new
7 km Egnatia highway service road.

Climate

The
region is in a Mediterranean climate zone, with warm, dry summers and mild
winters. The mean annual rainfall is 557 mm.

Operations

Conventional
open pit mining will be used at Perama Hill.

The
pit will operate one 8-hour shift 5 days per week. The crushing circuit will
operate 16 hours per day, 7 days per week. The mining and crusher loading
operation will not run 24 hours per day because of its proximity to the local
village. The processing plant will operate 24 hours per day.

The
mine will use six 33 tonne trucks and two matching backhoes. A front-end loader
will be used for the ore stockpile at the crusher.

The
process plant will use water from a fresh water dam that will catch surface
runoff (rainfall) and water reclaimed from the tailings management pond.

The
tailings management facility will have a structural fill embankment and filtered
tailings, and be close to the open pit. It will be lined with an impermeable
HDPE membrane.







| |  | 
| |  | 

---







Metallurgical
test work, including studies of crushed composite drill core samples, has been
carried out on hard and soft material, and on a composite representative of the
ore. The results indicate that the material is all non-refractory and a standard
carbon-in-leach circuit can be used for gold extraction.

Based on this testing,
Aker Solutions E&C Ltd. has designed a three-stage crushing circuit followed
by a single stage ball mill, operating in closed circuit with hydro cyclones.

·

The
crushing and grinding circuit will produce product with 80% passing 75 μm.

·

This
will be thickened in a high-rate thickener before pre-aeration, and then leached
to recover the gold.

·

The
tailings will be detoxified to remove any remaining cyanide using the INCO
process.

·

Carbon
will be removed and the gold extracted by a split stream Anglo American Research
Laboratories elution process.

·

Once
any remaining cyanide is removed, the tailings from the processing facility will
be thickened and then filtered to remove any excess water. This material will
then be transported by truck and placed in a lined tailings storage facility.

Production
and cost estimates

·

production:
1.2 million tonnes of ore per year, plus 350,000 tonnes of waste and low-grade
material

·

gold
doré: 79,000 ounces per year

·

expected
cash operating cost: $25.00 per tonne milled / $260 per ounce

·

capital
costs: $187 million (including sustaining capital)

Current
Greek regulations include a corporate tax of 25%.

Environment

We are in
the process of obtaining an environmental permit license.

This process
is initiated by submitting an environmental impact study to the Ministry of
Environment (MOE), which acts as the lead agency in the permitting process. The
MOE carries out a detailed review of the environmental impact study, coordinates
input from the Ministries of Agriculture, Culture, Development, and Health, and
manages a public consultation process that involves a series of public meetings.
At the same time, the MOE establishes environmental terms of reference that
define the environmental criteria the mine will operate under. Once these have
been reviewed and finalized the MOE will approve environmental impact study,
followed by approval from the five ministries.

In October
2000, Perama Hill's environmental impact study was submitted by Frontier
Resources Limited to the MOE. Also in that year, petitions were filed against
the MOE to annul the Pre-Approval Act, which established the framework for
Perama Hill's environmental impact study. On August 18, 2008 the 5th Session
of the Conseil d'Etat accepted the petition for annulment and invalidated the
Pre-Approval Act, which invalidated the environmental impact study.

In 2009,
Eldorado submitted a new preliminary environmental impact assessment under the
amended Pre-Approval Act. This assessment describes the environment and the
Perama Hill project, and includes an evaluation and assessment of the project's
environmental impacts (landscape and visual, soil, land cover, surface water and
ground water).

In 2010, we
prepared the environmental impact assessment study, which we will submit once
the preliminary environmental impact assessment has been approved.

Exploration

Gold
mineralization was discovered in the Perama Hill area in 1994 during follow-up
prospecting of areas identified during a reconnaissance BLEG sampling program.
Early exploration programs in the project area included soil and stream sediment
geochemical surveys, and channel sampling over exposed stockwork zones. This
work identified two centres of mineralization, corresponding to the Perama Hill
deposit and the Perama South prospect.

Reverse
circulation and diamond drilling were completed over both zones between 1996 and
1998, totalling 17,586 metres. An additional 1,866 metres of infill reverse
circulation drilling was completed in 2000. No significant exploration work has
been completed on the property since that time.









| |  | 
| |  | 

---



Geology
and mineralization

Geological
setting

The
property is on the eastern margin of the north-south trending Early Tertiary
graben, which is covered by the Sappes alluvial plain 15 km north of the
deposit.

The
graben is infilled with intermediate to felsic ignimbrites and epiclastic rocks,
andesitic hyaloclastites, and debris flow breccias, intercalated with
fossiliferrous limestones, marls, and sandstones of Cenozoic age (25-35 Ma). The
adjacent horst blocks are a combination of lower to middle greenschist facies
meta-volcanic and meta-sediment rocks of various Mesozoic ages.

The
dominant structure is the East Graben Fault, which juxtaposes the Cenozoic
sequence with strongly deformed Mesozoic meta-volcanic rocks. Following
east-west extension and associated graben development, the area was overprinted
by a phase of transpression with sinistral movement and uplift.

The
deposit is hosted by felsic volcaniclastic sandstone that overlies a package of
andesitic volcanic breccias. The sandstone is thickly bedded to massive and
contains features like crossbedding, wood fragments and fossil tubes. The
andesites are composed of dominantly in-situ and reworked hyaloclastite, with
intercalated andesitic conglomerate beds and thinly bedded reworked ash tuff.

Mineralization

Perama
Hill is a high sulphidation epithermal disseminated gold deposit, overprinted by
banded quartz-chalcedony, barite, and pyrite stockwork veins and veinlets. The
deposit extends 750 metres north-south, and up to 300 m east-west. It ranges
from 15 to 20 metres thick at the flanks to up to 125 metres thick at the centre.
The eastern margin is marked by the East Graben Fault.

Approximately
80% of the gold mineralization at Perama Hill occurs in the sandstone unit,
where gold is disseminated and associated with very fine-grained pyrite and
telluride minerals. Mineralised sandstones display pervasive silicification, and
contain cavities and voids filled with barite or kaolinite. The remaining 20% of
the system occurs in veins that cut the underlying andesite.

The
deposit has been deeply oxidised. Oxidation extends roughly to the
sandstone/volcanic breccia contact, allowing a thickness of more than 100 metres
of oxide mineralization in the centre of the deposit.  This limit
diminishes laterally to 15 to 20 metres at the deposit margins.

Drilling

There
were several drilling campaigns on the Perama property in 1996, 1997, 1998 and
in 2000.

In
total, 75 diamond drill holes were drilled, covering 9,093 m, and 137 RC holes
were drilled, covering 9,116 m. Collars of all holes were surveyed at the end of
each drilling phase. Only some of the deeper diamond holes were surveyed for
downhole deviation, but since almost all the drill holes were less than 100
metres long, deviation was not expected to be a significant factor.

Sampling
and analysis

The
core and reverse circulation chip samples were transported to the TGM sample
preparation facility located near the town of Sappes, where the core and chips
were logged for geology and geotechnical information, and then photographed
(core only).

The
core was marked in 1 metre intervals and sample tickets were placed at the end
of each interval. The core was then cut in half with a diamond rock saw. One
half of this material was returned to the core box.

The
reverse circulation samples were collected in 1 metre intervals and split to get
a 1 kg sample. This sample was split in half again to produce a duplicate.

Samples were sent to
the SGS-FILAB laboratory in France for analysis, where they were:

·

pulverised
with a ring mill to 90% less than 150 mesh

·

fire
assayed for gold using a 30 g sample size

·

sent
for 32 element ICP analysis.

Samples
were controlled by a quality assurance and quality control program, which
included inserting blank and Standard Reference Material (SRM) samples into the
sample stream, and preparing duplicate samples for analysis in a later sample
batch. At the end of each phase, pulp samples were forwarded to Australian
Laboratory Services of Perth, Australia, to check gold assays. The analyses were
found to display acceptable precisions but showed an approximate 5% low bias in
samples from the core drilling programs.







| |  | 
| |  | 

---







Data
verification

All
the assay values supporting the Perama Hill mineral resource estimates have been
concluded to be in control. The low bias observed during parts of the diamond
drill campaign is believed to have minimal impact on the mineral resource
estimates. In places, the gold grade estimate may be slightly understated.

The
data in the database that was used to estimate the mineral resource has been
verified by checking it against original assay certificates. In our opinion, the
Perama Hill database is accurate and precise enough to estimate resources.

Technical
report

The
information in this AIF is partly based on the scientific and technical data in
the Perama Hill technical report: Technical Report for the Perama Hill
Project, Thrace, Greece, by Richard Miller, P.Eng. and Stephen Juras, Ph.D.,
P.Geo. of Eldorado, and Peter Perkins BSc, MIMMM, MSAIMM of Aker Solutions
E&C Ltd.

The
report is dated March 15, 2010, and effective January 28, 2010. It's available
on SEDAR www.sedar.com.

Litigation

There
are no known material litigation matters or outstanding actions against the
Perama Hill Development Project, Thracean Gold Mines relating to Perama Hill.





| |  | 
| |  | 

---



Mineral
reserves and resources

The
table below shows our mineral reserves and resources estimated at December 31,
2010.

|                        |                        |                   |                                |                                                                                     |                    |                      |                   |                                |                                                              |                                    |     
|----------------------- | ---------------------- | ----------------- | ------------------------------ | ----------------------------------------------------------------------------------- | ------------------ | -------------------- | ----------------- | ------------------------------ | ------------------------------------------------------------ | ---------------------------------- | ----
|GOLD                    | Mineral
      reserves |                   | Mineral
      resources        | Estimated
      metallurgical recovery                                              | Our
      interest
|                        | tonnes
      (x1000)   | grade
      (g/t) | in-situ
      oz
      (x1000) | cut-off
      grade                                                                 |                    | tonnes
      (x1000) | grade
      (g/t) | in-situ
      oz
      (x1000) | cut-off
      grade                                         
|Kişladağ                |                        |                   |                                | 0.20
      g/t
      oxide
      0.33
      g/t sulphide                            |                    |                      |                   |                                | 0.3
      g/t                                                | 78%
      oxide
      64% sulphide | 100%
|Proven                  | 122,703                | 0.95              | 3,733                          | Measured                                                                            | 132,800            | 0.90                 | 3,855             |                               
|Probable                | 306,631                | 0.66              | 6,498                          | Indicated                                                                           | 426,355            | 0.61                 | 8,334             |                               
|Proven &
      probable | 429,334                | 0.74              | 10,231                         | M+I                                                                                 | 559,155            | 0.68                 | 12,189            |                               
|                        |                        |                   |                                |                                                                                     | Inferred           | 320,868              | 0.43              | 4,384                          |                                                             
|Efemçukuru              |                        |                   |                                | 4.0
      g/t                                                                       |                    |                      |                   |                                | 3.0
      g/t                                                | 89%                                | 100%
|Proven                  | 1,129                  | 12.00             | 437                            | Measured                                                                            | 1,235              | 13.18                | 523               |                                |                                                             
|Probable                | 4,007                  | 8.30              | 1,069                          | Indicated                                                                           | 4304               | 8.50                 | 1,177             |                                |                                                             
|Proven &
      probable | 5,136                  | 9.10              | 1,506                          | M+I                                                                                 | 5,539              | 9.55                 | 1,700             |                                |                                                             
|                        |                        |                   |                                |                                                                                     | Inferred           | 1,703                | 6.43              | 352                            |                                                              |                                   
|Tanjianshan             |                        |                   |                                | 1.6
      g/t
      JLG sulphide
      1.3
      g/t
      JLG oxide and transition |                    |                      |                   |                                | 1.0
      g/t                                                | 79.4%                              | 90% 
|Proven                  | 4,846                  | 3.37              | 525                            | Measured                                                                            | 6,087              | 3.07                 | 599               |                                |                                                             
|Probable                | 499                    | 3.86              | 62                             | Indicated                                                                           | 2,027              | 2.73                 | 178               |                                |                                                             
|Proven &
      probable | 5,345                  | 3.42              | 587                            | M+I                                                                                 | 8,114              | 2.98                 | 777               |                                |                                                             
|                        |                        |                   |                                | Inferred                                                                            | 4,806              | 3.28                 | 507               |                                |                                                             
|Perama                  |                        |                   |                                | 0.8
      g/t                                                                       |                    |                      |                   |                                | 0.5
      g/t                                                | 90%                                | 100%
|Proven                  | 2,477                  | 4.44              | 354                            | Measured                                                                            | 3,064              | 4.30                 | 424               |                                |                                                             
|Probable                | 7,220                  | 2.68              | 621                            | Indicated                                                                           | 9,375              | 3.18                 | 958               |                                |                                                             
|Proven &
      probable | 9,697                  | 3.13              | 975                            | M+I                                                                                 | 12,439             | 3.46                 | 1,382             |                                |                                                             
|                        |                        |                   |                                |                                                                                     | Inferred           | 8,766                | 1.96              | 554                            |                                                              |                                   
|Jinfeng                 |                        |                   |                                | 0.8
      g/t
      open pit
      2.5
      g/t underground                        |                    |                      |                   |                                | 0.7
      g/t
      open pit
      2.0
      g/t underground | 85.3%                              | 82% 
|Proven                  | 7,384                  | 3.78              | 898                            | Measured                                                                            | 11,240             | 3.42                 | 1,235             |                                |                                                             
|Probable                | 7,310                  | 4.27              | 1,005                          | Indicated                                                                           | 11,937             | 3.67                 | 1,410             |                                |                                                             
|Proven &
      probable | 14,694                 | 4.03              | 1,903                          | M+I                                                                                 | 23,177             | 3.55                 | 2,645             |                                |                                                             
|                        |                        |                   |                                | Inferred                                                                            | 8,140              | 3.85                 | 1,009             |                                |                                                             
|White Mountain          |                        |                   |                                | 1.5
      g/t                                                                       |                    |                      |                   |                                | 1.0
      g/t                                                | 77%                                | 95% 
|Proven                  | 2,454                  | 3.88              | 306                            | Measured                                                                            | 3,269              | 3.82                 | 401               |                                |                                                             
|Probable                | 3,531                  | 3.65              | 414                            | Indicated                                                                           | 4,679              | 3.62                 | 545               |                                |                                                             
|Proven &
      probable | 5,985                  | 3.74              | 720                            | M+I                                                                                 | 7,948              | 3.70                 | 946               |                                |                                                             
|                        |                        |                   |                                | Inferred                                                                            | 2,920              | 3.59                 | 337               |                                |                                                             
|Eastern Dragon          |                        |                   |                                | 1.0
      g/t
      open pit
      1.7
      g/t
      underground                  |                    |                      |                   |                                | 1.0
      g/t                                                | 95%                                | 95% 
|Proven                  | 837                    | 11.07             | 297                            | Measured                                                                            | 800                | 12.48                | 322               |                                |                                                             
|Probable                | 2,253                  | 6.46              | 467                            | Indicated                                                                           | 2,700              | 6.04                 | 530               |                                |                                                             
|Proven &
      probable | 3,090                  | 7.71              | 764                            | M+I                                                                                 | 3,500              | 7.50                 | 852               |                                |                                                             
|                        |                        |                   |                                |                                                                                     | Inferred           | 2,200                | 2.67              | 190                            |                                                              |                                   
|Tocantinzinho           |                        |                   |                                | 0.49
      g/t sulphide
      0.43
      g/t
      oxide                            |                    |                      |                   |                                | 0.3
      g/t                                                | 89.6%                              | 100%
|Proven                  | 17,735                 | 1.39              | 792                            | Measured                                                                            | 19,777             | 1.29                 | 820               |                               
|Probable                | 31,315                 | 1.17              | 1,183                          | Indicated                                                                           | 50,457             | 0.97                 | 1,574             |                                |                                                             
|Proven &
      probable | 49,050                 | 1.25              | 1,975                          | M+I                                                                                 | 70,234             | 1.06                 | 2,394             |                                |                                                             
|                        |                        |                   |                                | Inferred                                                                            | 6,950              | 0.66                 | 147               |                                |                                                             
|Total gold              |                        |                   |                                |                                                                                     |                    |                      |                   |                                |                                                              |                                    |     
|Proven                  | 159,565                | 1.43              | 7,342                          | Measured                                                                            | 178,272            | 1.43                 | 8,179             |                                |                                                             
|Probable                | 362,766                | 0.97              | 11,319                         | Indicated                                                                           | 511,834            | 0.89                 | 14,706            |                                |                                                             
|Proven &
      probable | 522,331                | 1.11              | 18,661                         | M+I                                                                                 | 690,106            | 1.03                 | 22,885            |                                |                                                             
|                        |                        |                   |                                | Inferred                                                                            | 356,353            | 0.65                 | 7,480             |                                |                                                             



|                        |                        |                 |                         |                                              |                      |                 |       |      |  | 
|----------------------- | ---------------------- | --------------- | ----------------------- | -------------------------------------------- | -------------------- | --------------- | ----- | ---- |  | 
|IRON                    | Mineral
      reserves |                 | Mineral
      resources | Estimated
      metallurgical
      recovery | Our
      interest  
|                        | tonnes
      (x1000)   | grade
      Fe% | cut-off
      grade     |                                              | tonnes
      (x1000) | grade
      Fe%
|Vila Nova               |                        |                 | 57%
      Fe            |                                              |                      |                 | 89.5% | 100%
|Proven                  | 2,370                  | 63.4            |                         | Measured                                     |                      |                 |       |     
|Probable                | 6,817                  | 60.1            |                         | Indicated                                    | 7,509                | 60.9            |       |     
|Proven &
      probable | 9,187                  | 61.0            |                         | M+I                                          | 9,879                | 61.5            |       |     
|                        |                        |                 |                         | Inferred                                     | 2,022                | 61.2            |       |     







| |  | 
| |  | 

---







Mineral
reserves and resources

Mineral
reserves and resources are reported on a 100% basis for each property.

Estimates
are based on the definitions adopted by the Canadian Institute of Mining,
Metallurgy and Petroleum (you can find the definitions at www.cim.org), and in
compliance with Canadian National Instrument 43-101 - Standards of
Disclosure for Mineral Projects(NI 43-101), developed by the Canadian
Securities Administrators.

About
mineral reserves and resources

Estimates
of mineral resources include mineral reserves.

A
mineral reserve is the part of a measured or indicated mineral resource that can
be economically mined, demonstrated by at least a preliminary feasibility study
that includes adequate information about mining, processing, metallurgical,
economic and other relevant factors that demonstrate (at the time of reporting)
that economic extraction can be justified.

Mineral
resources are minerals that have reasonable prospects for economic extraction.
The location, quantity, grade, geological characteristics and continuity of a
mineral resource are known, estimated or interpreted from specific geological
evidence and knowledge. Resources are classified into measured, indicated and
inferred.

Mineral
resources that have not already been classified as mineral reserves do not
have demonstrated economic viability, and there can no assurance that they will
ultimately be converted into mineral reserves.

Understanding
estimates

Estimating
mineral reserves and resources is a subjective process. Accuracy depends on the
quantity and quality of available data and assumptions and judgments made when
interpreting it, which may prove to be unreliable.

The
cut-off grades for the deposits are based on our assumptions for plant recovery,
gold value, mining dilution and recovery, and our estimates for operating and
capital costs. We may have to recalculate our estimated mineral reserves and
resources based on actual production or the results of exploration.

Fluctuations
in the price of gold, production costs or recovery rates can make it
unprofitable for us to operate or develop a particular property for a period of
time. See page 1 for information about forward-looking information, and page 64
for a discussion of our risk factors.

Estimates
are calculated to end of 2010 mining limits and account for ore loss and waste
dilution. They are based on the following price assumptions:

|               |                                     |                                                                                                   
|-------------- | ----------------------------------- | --------------------------------------------------------------------------------------------------
|Gold           | $1,000/oz                           | Kişladağ,
      Perama, Tanjianshan, Eastern Dragon, Jinfeng, White Mountain,
      Tocantinzhinho
|               | $825/oz                             | Efemçukuru                                                                                        
|Silver         | $16.50/oz                           | Eastern
      Dragon                                                                              
|Iron
      ore | $0.947/Fe
      unit - lump ore     | Vila
      Nova                                                                                   
|               | $0.744/Fe
      unit - sinter fines |                                                                                                   









| |  | 
| |  | 

---



Qualified
persons under NI 43-101

·

Richard
Miller, P.Eng and Manager, Mining, Eldorado, is responsible for the Kişladağ,
Tanjianshan, Jinfeng open pit and Perama reserves

·

Mark
LeMessurier MAusIMM, VP China Operations, Eldorado, is responsible for the
Jinfeng underground, White Mountain and Eastern Dragon reserves

·

Sean
Gregersen, P.Eng., Manager, Business Development, Eldorado, is responsible for
the Tocantinzhinho reserves

·

Scott
Cowie, B.Eng., MAusIMM, Senior Mining Engineer of Tetra Tech Australia Pty.
Ltd.is responsible for the Efemçukuru reserves

·

Stephen
Juras, Ph.D., P.Geo. and Director, Technical Services, Eldorado, is responsible
for the Kişladağ, Efemçukuru, Perama, Tanjianshan, Tocantinzinho,
Jinfeng and White Mountain resources;

·

Yumin
Qiu, PhD., MAIG, Director of Geology and New Projects PRC, Eldorado, is
responsible for the Eastern Dragon resources

·

Roberto
Costa, principal of Roberto Costa Engenharia Ltda., is responsible for the Vila
Nova iron resources and reserves

Important
information for US investors

You will not
be able to compare the mineral reserve and resources information in this report
with similar information from US companies.

The United
States Securities & Exchange Commission (SEC) defines a mineral reserve as
the part of a mineral deposit that can be economically and legally extracted or
produced. It does not recognize the terms measured, indicated and inferred
mineral resources (mining terms under NI 43-101), and does not accept them in
reports and registration statements.

You should
not assume that:

·

the
mineral reserves defined in this report qualify as reserves under SEC standards

·

the
measured and indicated mineral resources in this report will ever be converted
to reserves

·

the
inferred mineral resources in this report are economically mineable, or will
ever be upgraded to a higher category.

Reconciliation

The table
below reconciles our mineral reserves after taking into account production in
2010.

|                        |                                                  |                     |                             |                                                  |                 |                |                    |                 |                |                    |                 |                |  |  |  |  |  |  |  |  | 
|----------------------- | ------------------------------------------------ | ------------------- | --------------------------- | ------------------------------------------------ | --------------- | -------------- | ------------------ | --------------- | -------------- | ------------------ | --------------- | -------------- |  |  |  |  |  |  |  |  | 
|                        | Mineral
      reserves
      Dec.
      31, 2009 | Mined
      in 2010 | Other
      changes in 2010 | Mineral
      reserves
      Dec.
      31, 2010
|                        | tonnes
      (000)                               | grade
      g/t     | oz
      (000)              | tonnes
      (000)                               | grade
      g/t | oz
      (000) | tonnes
      (000) | grade
      g/t | oz
      (000) | tonnes
      (000) | grade
      g/t | oz
      (000)
|Kişladağ                | 217,470                                          | 0.97                | 6,816                       | 10,046                                           | 1.07            | 346            | 221,910            | (0.23)          | 3,761          | 429,334            | 0.74            | 10,231        
|Tanjianshan             | 6,145                                            | 3.59                | 710                         | 1,178                                            | 3.87            | 147            | 378                | (0.17)          | 24             | 5,345              | 3.42            | 587           
|Jinfeng1,2              | 19,300                                           | 5.20                | 3,232                       | 3,386                                            | 4.05            | 441            | (1,220)            | (1.17)          | (888)          | 14,694             | 4.03            | 1,903         
|White
      Mountain1,2 | 6,600                                            | 3.70                | 790                         | 983                                              | 3.92            | 124            | 368                | 0.04            | 54             | 5,985              | 3.74            | 720           
|Vila
      Nova         | 9,272                                            | 61.00%Fe            |                             | 204                                              | 61.52%Fe        |                | 119                | (0.04)%Fe       |                | 9,187              | 61.0%Fe         |               



1
Mineral reserves are as of December 31, 2008.2Mined in 2010 includes amounts mined in 2009 and 2010.











| |  | 
| |  | 

---







Notes
to the mineral reserves and
resource estimates

Kişladağ

Modelling

·

used
3D models: new lithology models, alteration model, and mineralized or grade
shapes

·

3D
mineralized envelopes, or shells, based on initial outlines derived using
Probability Assisted Constrained Kriging (PACK), constrained gold grade
interpolation

·

used
a threshold value of 0.20 g/t Au

·

assays
were composited into 5 metre downhole composites

·

the
model was validated by visual inspection, checks for bias and appropriate grade
smoothing.



Grades

·

data
analyses demonstrated that the lithologic units within the gold mineralized
shell should be treated as separate domains

·

grades
for blocks estimated with a hard boundary between them

·

distributions
do not indicate a problem with extreme gold grades for gold

·

grades
were interpreted by ordinary kriging using a two-pass approach: the first pass
required values from a minimum of two holes to interpolate a model grade value



Mining

·

open
pit

·

designed
using Gemcom GEMS software based on a 10 metre bench height with double benching
for most pit walls

·

design
based on an optimization using Whittle software

·

berm
width, face angle and bench stack heights vary by sector and rock quality

·

inter-ramp
angles vary from 39°to 56°

·

pit
design has a double ramp access from the 1,030 meter elevation to the 835 meter
elevation and then a single two-way traffic ramp to the 460 meter elevation and
a single lane ramp to the pit bottom at 400 meters elevation

·

the
entire pit has a surface footprint of 125 hectares. Pit exposure on surface
ranges from 960 metres to 1,090 metres in elevation, and the pit extends down to
a bottom elevation of 400 metres above mean sea level



Efemçukuru

Modelling

·

create
mineralized or grade shapes using new data from the infill drill program and
revised structural interpretations of the Kestane Beleni Vein system

·

3D
shapes based on approximately a 2.0 g/t Au grade threshold and general vein
geometry

·

threshold
value was chosen by inspection of histograms and probability curves, and further
supported by indicator variography. Areas of narrow or absent above threshold
mineralization were included by using a minimum 2 metre interval rule

·

the
model was validated by visual inspection, checks for bias and appropriate grade
smoothing



Grades

·

extreme
grades were examined for gold mainly by histogram and cumulative distribution
plots

·

very
high grade outlier assays in the south and middle ore shoots were given a high
cap of 200 g/t Au. A 40 g/t Au limit was imposed on north ore shoot assays

·

an
outlier restriction of 35 g/t Au for the south ore shoot and 70 g/t Au for the
middle ore shoot (half the original search ranges) prevented over-extrapolation
of high grades in areas of less dense drill coverage

·

assays
were composited into 1 metre downhole composites

·

grades
were interpolated by ordinary kriging using a two-pass approach: the first pass
required values from at least two holes to interpolate a model grade value



Mining

·

underground

·

primary
stoping method: cut and fill

·

for
ore widths between 2 and 12 metres: supported mechanized cut and fill

·

in
the middle ore shoot when ore widths are greater than 10 metres: modified
longhole mining

·

design
allows flexible access to both the middle and south ore shoots

·

spiral
footwall ramps provide access for moving personnel, equipment, and supplies
underground

·

ore
will be hauled by truck to a central ore pass system above the underground
crusher before being taken to the surface by conveyor

·

paste
backfill will be used as a "free standing" structure to control the
stability of the walls, dilution, and safety for the stoping operations

·

the
paste plant will be on the surface next to the central ventilation raise









| |  | 
| |  | 

---



Tanjianshan

The
mineral resources and mineral reserves lie primarily within the Jinlonggou
deposit. There are additional inferred resources at the newly discovered 323
Zone, just south of the Quinlontan pit and Xijinggou.



Modelling

·

Jinlonggou
block model includes several fault surfaces and mineralized shapes that
constrain and control gold grade interpolation

·

3D
mineralized envelopes, or shells, based on initial outlines derived by
Probability Assisted Constrained Kriging (PACK)

·

used
a threshold value of 0.70 g/t Au

·

assays
composited into 2 metre downhole composites

·

data
analyses demonstrated that regions of Jinlonggou bounded by the various steeply
dipping crossing structures should be treated as separate domains

·

the
model was validated by visual inspection, checks for bias and appropriate grade
smoothing



Grades

·

grades
for blocks within the respective domains will be estimated with a hard boundary
between them

·

the
analyses also showed that the distributions suffer from exposure to extreme gold
values. Capping grades to assay data were derived by domain, and ranged from 20
to 30 g/t Au.

·

grades
were interpolated with ordinary kriging using a two-pass approach: the first
pass required values from at least two holes to interpolate a model grade value



Mining

·

open
pit

·

designed
using MineSight software based on a 5 metre bench height

·

design
based on the results of an optimization using Whittle software

·

mining
is performed by a local contractor



Jinfeng

·

open
pit and underground mining

·

open
pit operations by truck and shovel method with contractor to mine 5m high
benches with a flitch height of 2.5 m

·

underground
mining using mechanized cut and fill practices



White Mountain



Modelling

·

used
three geological domains within the main fault breccia zone to control the
interpolation

·

the
shallowly dipping South and North domains and the steeply dipping Central domain
were modeled in 3D

·

the
assays were composited into 5 metre downhole composites



Grades

·

the
fault breccia unit forms a hard boundary for gold mineralization, but
mineralization between the three internal domains is continuous, so the
selection of composites was not restricted by domain

·

a
20 g/t cap grade was applied to reduce the influence of extreme gold grades on
the model, resulting in about a 6% reduction in gold metal content

·

grades
were interpolated using ordinary kriging

·

the
gold estimate was validated by visual inspection of drill data in sections and
plans



Mining

·

underground

·

uses
three methods:

-
sub-level open stoping

-
cut-and-fill stoping

-
bench stoping (predominant method)



Eastern Dragon



Modelling

·

used
updated 3D lode models (#5 and an eastern splay)

·

drillhole
data was prepared as full seam composites containing the true thickness, length
averaged values for gold and silver, and gold and silver accumulations (product
of grade and thickness)

·

data
analysis showed only limited samples required a top cut (no top cutting was done
for silver)

·

a
value of 250 g/t gold was applied to assay data before compositing

·

the
model was validated by visual inspection and checks for bias



Grades

·

grades
were interpolated using ordinary kriging in two dimensions, in 25 metre x 25
metre blocks

·

interpolation
used a two-pass approach: the first pass required four values to interpolate a
model grade value



Mining

open pit:

·

to
first mine the upper portion of the deposit

·

design
was constrained by the need to minimize land use in this remote forested region,
and by the possible need to use some of the available land as the operation's
tailings impoundment facility

underground:

·

underground
reserves were calculated assuming benching as the main method of extraction
using 15 metre spaced sub-levels

·

ore
loss estimated at 5% and dilution estimated at 15%









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Vila
Nova



Modelling

·

resource
work defined the quantity, quality, and classification of the iron ores

·

the
lower grade/quality itabirite and iron crust materials were treated as waste
rock and not modelled

·

the
deposit was divided into 4 domains: Lagos, Bacabal North, Bacabal South (along
the N-S trending limb) and Bacabal West (along the E-W limb)

·

3-D
models were created according to hardness



Grades

·

iron
(Fe) is the revenue element. Silica (SiO2), alumina (Al2O3), and phosphorous (P)
are the main deleterious elements

·

grade
models were estimated for Fe%, SiO2%, Al2O3%, and P%

·

assay
data were composited into 5 metre lengths, honouring the ore type domains

·

grades
were estimated by inverse distance weighting to the second power

·

blocks
and composites were matched on estimation domain



Mining

·

open
pit

·

design
was based on the results of an optimization using Whittle software

·

two
operational pits (Lagos Final Pit and Bacabal Final Pit) were created. Mining
bench height will be 10 metres with an overall slope angle of 35 ̊

·

the
Whittle program also set up and calculated models for conceptual finished iron
ore products

·

three
ore products are expected to be produced from crushing and screening: lump,
sinter fine and tail



Tocantinzinho

·

open
pit

·

3-phase
pit sequence was designed based on optimized pit shells

·

mining
selectivity based on 10x10m blocks in plan and a 5m face

·

inter-ramp
slope angles varied per sector and rock type - values range from 36.5 to 49
degrees

·

a
primary ramp was designed with a 25m width and 10% grade

·

no
ore loss or dilution was applied to the model

·

the
final pit depth is 345m below surface

·

mining
fleet size was based on the haulage distances for ore and waste and net
utilization factors that account for tropical weather conditions

·

operating
cost based on budgetary quotes for diesel, explosives and tires, as well as a
labour study and maintenance parts estimates from suppliers



Perama Hill



Modelling

·

made
3D geologic models:

·

oxide
mineralization

·

small
sulphide zone inlier

·

East
Graben Fault

·

oxide-sulphide
surface

·

a
mineralized domain in the oxide-mineralized zone using a 0.6 g/t Au cutoff
grade, which preserves the mineralization continuity and includes all
potentially economic mineralization

·

a
top cut of 30 g/t Au was used to assay data before compositing

·

assays
composited into 2 metre downhole composites



Grades

·

gold
grades were interpolated by ordinary kriging

·

silver
grades were interpolated by inverse distance squared

·

the
reasonableness of the model was determined by visual inspection of sections and
plans displaying block model grades, drill hole composites, and geology. Good
agreement was observed.

·

the
distribution of modeled and assay gold data were compared on scatter plots by
elevation and northings. General agreement was observed between the trends.

·

a
separate mineral resource estimate on the nearby Perama South deposit was
classified entirely as inferred mineral resources, using polygonal methods



Mining

·

open
pit

·

designed
using Gemcom GEMS software based on a
5 metre bench height with double benching for most pit walls

·

design
was based on the results of an optimization using Whittle software:

·

pit
is approximately 630 metres long in the north-south direction and up to 340
metres wide

·

pit
extends from the top of Perama Hill (at 248 metres), to the pit floor (at 125
metres). The highest elevation exposed is 238 metres.

·

the
shell is derived using an overall slope angle in the range of 32 to 37.5 degrees
on the east wall and 37.5 degrees elsewhere. The southern part of the east wall,
which is close to a major fault, has been flattened to 32 degrees.

·

the
pit shell is designed to exclude any material within 500 metres of Perama
village.









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Risk
factors



We
face a number of risks and uncertainties in our business. Several of them can
have a material and adverse effect on our operations and the value of our
securities, and we discuss them in this next section.



Financial
risks

64

Business
and operational risks

68

Risks
related to acquisitions

75

Risks
related to our common shares

76



Financial
risks

Metal
Price volatility

The profitability of
our operations is significantly affected by changes in the gold price. The gold
price can fluctuate widely and is affected by many factors beyond our control,
including:

·

industrial
demand

·

demand
from the jewelry industry

·

inflation
and the expected rate of inflation

·

strength
of the US dollar and other currencies

·

interest
rates

·

political
and economic events (global and regional)

·

production
and cost levels in major
gold-producing regions like South Africa and China

·

speculative
activities (causing rapid
short-term changes in the price of gold).



The supply
of gold is made up of new production from mining, and existing stocks of
bullion, scrap and fabricated gold held by governments, public and private
financial institutions, industrial organizations and private individuals.

Between 2006
and the date of this AIF, the price of gold as quoted on the London Bullion
Market ranged from a low of $521 to a high of $1,447 per ounce, based on the PM
fixing price for gold.

We have used
a price of $1,000 per ounce Au in the mineral reserve and resource estimates for
Kişladağ, Tanjianshan, Jinfeng, White Mountain, Eastern Dragon, Perama
Hill and Tocantinzinho. We have used a price of $825 per ounce AU in the mineral
reserve and resource estimates for Efemçukuru. Using significantly lower gold
prices in the reserve calculations and life-of-mine plans, would result in lower
mineral reserve and resource estimates, material write-downs of our investment
in mining properties and higher amortization, reclamation and closure charges.

If gold
prices decline significantly, or decline for an extended period of time, we
might not be able to continue our operations, develop our properties, or fulfill
our obligations under our permits and licenses, or under our agreements with our
partners. This could result in losing our interest in some or all of our
properties, or being forced to sell them, which could have a negative effect on
our profitability and cash flow.

We currently
sell lump ore and sinter fines produced at Vila Nova into the Chinese spot
market. Spot prices for iron ore fluctuate widely due to the supply and demand
factors that influence steel production. At the end of 2008, iron ore spot
prices dropped significantly because of the global financial crisis, so we put
Vila Nova on care and maintenance. Iron ore prices have since rebounded,
and in the fourth quarter of 2010 we re-started trial mining operation at Vila
Nova. Vila Nova currently has high operating margins, but if iron ore spot
prices drop significantly again, and over a prolonged period of time, we may
have to put it back on care and maintenance.







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Hedging
activities

Companies
use hedging activities to protect them from fluctuations in the price of gold,
and to minimize the effect that declines in gold prices can have on results of
operations for a period of time.

We
currently do not have any gold hedges, but we may hedge in the future. While
hedging can protect us from low gold prices, it can also limit the price we can
realize on gold that is subject to forward sales and call options (when the
market price is higher than the price in a forward sale or call option
contract).

We
do not hedge any commodity supply, although we may do so from time to time in
the future.

Mineral
reserve and resource estimates

Mineral
reserve and resource estimates are only estimates. We may not realize the levels
of gold production indicated.

The proven and probable
mineral reserve figures in this AIF are estimates, and may need to be revised
based on various factors like:

·

actual
production experience

·

fluctuations
in the market price of gold

·

results
of drilling or metallurgical testing

·

production
costs

·

recovery
rates.

The
cut-off grades for the mineral reserves and mineral resources are based on our
assumptions about plant recovery, gold value, mining dilution and recovery, and
our estimates for operating and capital costs, which are based on historical
production figures. We may have to recalculate our estimated mineral reserve and
resources based on actual production or the results of exploration. Fluctuations
in the market price of gold, production costs or recovery rates can make it
unprofitable for us to develop or operate a particular property for a period of
time. If there is a material decrease in our mineral reserve estimates, or our
ability to extract the mineral reserves, it could have a material and adverse
effect on our future cash flow, results of operations and financial condition.

There are
uncertainties inherent in estimating proven and probable mineral reserves and
measured, indicated and inferred mineral resources, including many factors
beyond our control. Estimating mineral reserves and resources is a subjective
process. Accuracy depends on the quantity and quality of available data and
assumptions and judgments used in engineering and geological interpretation,
which may be unreliable.

There is no
assurance that the estimates are accurate, that mineral reserve and resource
figures are accurate, or that the mineral reserves or resources can be mined or
processed profitably. Mineral resources that are not classified as mineral
reserves do not have demonstrated economic viability. You should not
assume that all or any part of the measured mineral resources, indicated mineral
resources, or an inferred mineral resource will ever be upgraded to a higher
category.

Reporting
reserves

There are
material differences between the standards and terms used for reporting reserves
in the US, and the Canadian and Australian standards and terms used in this
document.

Mineral
reserve and mineral resource estimates for the Kişladağ, Tanjianshan,
Jinfeng, White Mountain, Eastern Dragon, Efemçukuru, Perama Hill, Tocantinzinho
and Vila Nova include terms that comply with reporting standards in Canada, and
certain estimates are based on the reporting requirements of NI 43-101. While
the terms mineral resource, measured mineral resource, indicated
mineral resource and inferred mineral resource are defined by CIM and
must be disclosed according to Canadian securities regulations, the US
Securities and Exchange Commission (SEC) does not recognize them under SEC
Industry Guide 7 and they are not normally permitted to be used in reports and
registration statements filed with the SEC.







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Investors
should not assume that:

·

any
or all of a measured, indicated or inferred resource will ever be
upgraded to a higher category or to mineral reserves

·

any
or all of aninferred mineral resourceexists or is economically or
legally feasible to mine, or will ever be upgraded to a higher category.

·

Under
Canadian securities regulations, estimates of inferred mineral resources can
rarely be used as the basis of feasibility, prefeasibility or other economic
studies.

Other
information about our mineral deposits may not be comparable to similar
information made public by US domestic mining companies, including information
prepared according to Industry Guide 7.

Production
and cost estimates

Estimates of
total future production and costs for our mining operations are based on our
five-year mining plans. These estimates can change, or we might not achieve
them, which could have a material and adverse effect on any or all of our future
cash flow, results of operations and financial condition.

Our plans are based on our mining
experience, reserve estimates, assumptions about ground conditions and physical
characteristics of ores (such as hardness and the presence or absence of certain
metallurgical characteristics) and estimated rates and costs of production,
among other things. Our actual production and costs may be significantly
different from our estimates for a variety of reasons, including the risks and
hazards discussed above, and:

·

actual
ore mined varying from estimates in grade, tonnage and metallurgical and other
characteristics

·

mining
dilution

·

pit
wall failures or cave-ins

·

industrial
accidents and environmental incidents

·

equipment
failures or not performing to specifications

·

natural
phenomena such as inclement weather conditions, floods, blizzards, droughts,
rock slides and earthquakes

·

encountering
unusual or unexpected geological conditions

·

changes
in power costs and potential power shortages

·

shortages
of principal supplies needed for operation, including explosives, fuels,
chemical reagents, water, equipment parts and lubricants

·

litigation

·

labour
availability and other actions by labour at unionized locations

·

restrictions
imposed by government agencies and compliance with government regulations

·

permitting
or licensing issues

·

political
or social activism or unrest.

Any
of these events could result in damage to mineral properties, property belonging
to us or others, interruptions in production, injury or death to persons,
monetary losses and legal liabilities. This could cause a mineral deposit to
become unprofitable, even if it was mined profitably in the past.

Production
estimates for properties not yet in production, or in production and slated for
expansion, are based on similar factors (including feasibility studies prepared
by our personnel or by third party consultants, in some instances), but it's
possible that actual cash operating costs and economic returns will differ
significantly from our current estimates. It's not unusual for new mining
operations to experience unexpected problems during the start-up phase, and
delays in production can often happen.

Any decrease
in production, or change in timing of production or the prices we realize for
our gold, will directly affect the amount and timing of our cash flow from
operations. A production shortfall or any of these other factors would change
the timing of our projected cash flows and our ability to use the cash to fund
capital expenditures, including spending for our projects.







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Infrastructure,
energy and other commodities availability and cost

Mining,
processing, development and exploration activities depend on adequate
infrastructure. Reliable roads, bridges, energy and power sources and water
supply are important factors that affect capital and operating costs. If we do
not have timely access to adequate infrastructure, there is no assurance that we
can start exploiting or developing projects, complete them on a timely basis or
at all, that the ultimate operations will achieve the anticipated production
volume, or that our construction costs and ongoing operating costs will not be
higher than anticipated.

Unusual
or infrequent weather phenomena, accidents, sabotage or other events that
interfere with the maintaining or providing of adequate infrastructure could
also have an adverse effect on our operations and profitability.

Profitability
is affected by the market prices and availability of commodities that we use or
consume for our operations and development projects. Prices for commodities like
diesel fuel, electricity, steel, concrete, and chemicals (including cyanide) can
be volatile, and changes can be material, occur over short periods of time and
be affected by factors beyond our control. Our operations use a significant
amount of energy and depend on suppliers to meet those needs, however, sometimes
no alternative source is available. Higher costs for construction materials like
steel and concrete, or tighter supplies, can affect the timing and cost of our
development projects.

If
there is a significant and sustained increase in the cost of certain
commodities, we may decide that it's not economically feasible to continue
some or all of our commercial production and development activities, and this
could have an adverse effect on our profitability.

Higher
worldwide demand for critical resources like input commodities, drilling
equipment, tires and skilled labour could affect our ability to acquire them and
lead to delays in delivery and unanticipated cost increases, which could have an
effect on our operating costs, capital expenditures and production schedules.

Exploration
and development programs

We
estimate our current financial resources to be sufficient to support planned
exploration and development programs, however, additional capital may be needed
for further exploration, development and construction of mineral projects in
Brazil, China, Greece, Turkey and possibly elsewhere. If we decide to proceed to
production on a development project, then a significant amount of capital would
be needed for project engineering and construction. As a result, the continuing
exploration and development of our properties may depend on our ability to
obtain financing through joint ventures, debt financing, equity financing or
other means. There is no assurance that we will be successful in obtaining such
financing at all, or on terms we find acceptable.

Foreign
currency

We
operate in a number of jurisdictions outside of North America (predominantly
Brazil, China, Greece and Turkey) and incur certain expenses in foreign
currencies. We currently receive revenue from operations in US dollars but incur
a significant portion of our operating expenses and costs in Canadian dollars,
Euro, Lira, Real and RMB, all of which fluctuate in value and are subject to
their own country's political and economic conditions.

We
are subject to fluctuations in the exchange rates between the US dollar and
these currencies. This can have a material effect on our future cash flow,
results of operations and financial condition and lead to higher construction,
development and other costs than anticipated. We do not currently hedge currency
exchange risks, although we may do so from time to time in the future.

Carrying
value of assets

The
carrying value of our assets is compared to their estimated fair value to assess
how much can be recovered based on current events and circumstances. Our fair
value estimates are based on numerous assumptions and the actual fair value
could be significantly different than these estimates.

If
there are no mitigating valuation factors and we do not achieve our valuation
assumptions, or we experience a decline in the fair value of our reporting
units, it could result in an impairment charge.







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Changes
in accounting or financial reporting standards

Changes
in accounting or financial reporting standards may have an adverse impact on our
financial performance in the future. We have reported our financial performance
using Canadian generally accepted accounting principles (Canadian GAAP); however
we began using international financial reporting standards (IFRS) on January 1,
2011, as required by the Canadian Accounting Standards Board for all Canadian
public entities. We will report under IFRS starting with our first quarter
results (for the period ending March 31, 2011).

We
carried out a detailed review of changes to accounting policy and disclosure
requirements as part of our transition process, and completed a detailed
analysis of the application of IFRS 1 First-time Adoption of International
Financial Reporting Standards.

Regulatory
bodies that promulgate Canadian GAAP and IFRS have significant ongoing projects
that could affect the differences between Canadian GAAP and IFRS, and the impact
that these differences can have on our financial statements in the future.

We
anticipate that there will be material differences in accounting treatment
between Canadian GAAP and IFRS, including impairment of assets, provision for
reclamation and rehabilitation, business combinations, income taxes and
property, plant and equipment. While this is not a complete list, we believe
these areas will have the most significant differences. This may change,
however, as we continue to assess the impact of the transition and any ongoing
regulatory developments.

See
our 2010 annual MD&A for more information about our changeover plan and the
material differences in accounting treatment.

Business
and operational risks

Regulatory
requirements

Regulatory
requirements have a significant impact on our mining operations, and can have a
material and adverse effect on our future cash flow, results of operations and
financial condition.

We have operations in a
number of jurisdictions outside of North America, mainly in Brazil, China,
Greece and Turkey. The laws in each of these countries are significantly
different, and they can change. Mining operations, development and exploration
activities are subject to extensive laws and regulations governing:

·

prospecting

·

development

·

production

·

exports

·

taxes

·

labour
standards

·

occupational
health

·

waste
disposal

·

environmental
protection and remediation

·

protection
of endangered and protected species

·

mine
safety

·

toxic
substances and other matters

Mining
is subject to potential risks and liabilities associated with pollution and the
disposal of waste products from mineral exploration and production. Costs for
discovering, evaluating, planning, designing, developing, constructing,
operating, closing and remediating our mines and other facilities in compliance
with these laws and regulations are significant.

Not
complying with applicable laws and regulations can result in enforcement actions
that can include corrective measures requiring capital expenditures or the
installation of additional equipment, or remedial actions. Parties involved in
mining operations may be required to compensate those suffering loss or damage
including interruption of mining activities because of the mining activities and
may face civil or criminal fines or penalties for violating certain laws or
regulations.







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New
laws and regulations, amendments to existing laws and regulations or
administrative interpretation, or more stringent enforcement of existing laws
and regulations, whether in response to changes in the political or social
environment we operate in or otherwise, could have a material and adverse effect
on our future cash flow, results of operations and financial condition.

Foreign
investments and operations

Most
of our activities and investments are in foreign countries including operations
and/or exploration and development projects in Brazil, China, Greece and Turkey.

These investments are
subject to risks normally associated with conducting business in foreign
countries. Some risks are more prevalent in less developed countries or those
with emerging economies, including:

·

uncertain
political and economic environments

·

risks
of war and civil disturbances or other risks that can

·

limit
or disrupt a project

·

restrict
the movement of funds

·

deprive
contract rights, or

·

result
in property loss by nationalization or appropriation without fair compensation

·

risk
of adverse changes in laws or policies of particular countries

·

increases
in foreign taxation

·

delays
in or the inability to obtain necessary government permits

·

limitations
on ownership and repatriation of earnings

·

foreign
exchange controls and currency devaluations

·

import
and export regulations, including restrictions on exporting gold

·

disadvantages
of competing against companies from countries that are not subject to Canadian
and US laws, including laws relating to corrupt foreign practices and
restrictions on the ability to pay dividends offshore

·

loss
from disease and other potential endemic health issues.

Although
we're not currently experiencing any significant or extraordinary problems
arising from these risks, there is no assurance that we will not experience them
in the future.

In countries
where we have operations or carry out exploration activities, the mineral rights
or certain portions of them are owned by the relevant governments. These
governments have entered into contracts with us, or granted permits or
concessions that allow us to carry out operations or development and exploration
activities there, but government policy could change. Any change that affects
our rights to conduct these activities could have a material and adverse effect
on our results of operations.

China may be considered an example
of these risks.

We have
three mines in China, and one under construction. The Chinese government plays a
significant role in regulating the mining industry by instituting industrial
policies. It also exercises significant control over the country's economic
growth by allocating resources, controlling foreign currency-denominated
obligations, controlling foreign investment and provisions in its Foreign
Investment Guidelines for Foreign Investment.  China's significant
growth in the past 20 years has been uneven geographically and in different
sectors of the economy, and the Chinese government has responded by implementing
various measures to control the pace and location of economic growth. These
measures can have a material and adverse effect on our results of operations.

Companies
with a foreign ownership component operating in China may be operating under a
different framework than what is imposed on domestic Chinese companies. The
Chinese government currently allows foreign investment in certain mining
projects under central government guidelines, but any changes to the guidelines
can have a material and adverse effect on our results of operations.

Companies
need certain approvals to export gold from China, and there is no assurance we
can obtain them. Like most gold producers there, we sell our gold through the
Shanghai Gold Exchange, which serves as a spot market for its members since gold
is traded at market price. There is no assurance that these prices will continue
to reflect international market prices.







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Foreign
exchange transactions in China (including the repatriation of investment returns
and capital) continue to be subject to foreign exchange controls. We can
repatriate our profits and dividends in foreign currency but cannot repatriate
our capital, unless it has been approved by the Chinese State Administration of
Foreign Exchange.

Permits,
licenses and approvals

All
mineral resources in most of the countries where we operate are owned by their
respective governments, and mineral exploration and mining activities can only
be conducted by entities that have obtained or renewed exploration or mining
permits and licenses in accordance with the relevant mining laws and
regulations. There is no guarantee that we will be granted the necessary permits
and licenses, that they will be renewed, or that we will be in a position to
comply with all conditions that are imposed.

All
mining projects require a wide range of permits, licenses and government
approvals. It's not certain that we'll be granted these at all, or in a
timely manner. If we do not receive them for our mineral projects and mines, or
are unable to maintain them, it could have a material and adverse effect on our
results of operations.

Joint
venture partners

Mining
projects are often conducted through an unincorporated joint venture or an
incorporated joint venture company. Joint ventures often require unanimous
approval of the parties or their representatives for certain fundamental
decisions like an increase (or decrease) in registered capital, a merger,
division, dissolution, amendment of the constating documents, and pledge of the
joint venture assets, which means that each party to the joint venture has a
right to veto any of these decisions, which could lead to a deadlock.

Our
interests in Tanjianshan, Jinfeng, White Mountain and Eastern Dragon are through
joint venture companies established under and governed by the laws of China.
Some of our joint venture partners in China are state-sector entities and, like
other state-sector entities and their actions and priorities may be dictated by
government or other policies instead of purely commercial considerations.

Gold
exploration efforts

Gold
exploration is highly speculative in nature, involves many risks and is often
not productive; there is no assurance that we'll be successful in our gold
exploration efforts.

Our
ability to increase mineral reserves is dependent on a number of factors,
including the geological and technical expertise of our management and
exploration teams, the quality of land available for exploration and other
factors. Once gold mineralization is discovered, it can take several years of
exploration and development before production is possible, and the economic
feasibility of production can change during that time.

Substantial
expenditures are required to:

·

carry
out drilling to establish proven and probable mineral reserves and determine the
optimal metallurgical process to extract the metals from the ore

·

build
mining and processing facilities for new properties.

There
is no assurance that our exploration programs will expand our current mineral
reserves or replace them with new mineral reserves.  Failure to replace or
expand our mineral reserves could have an adverse effect on us.

Costs
of development projects

As
development projects are uncertain, actual cash operating costs and economic
returns can differ significantly from those estimated for a project prior to
production.

Mine
development projects, including Eastern Dragon, Efemçukuru, Tocantinzinho and
Perama Hill typically require a number of years and significant expenditures
during the development phase before production is possible.







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Development projects
depend on successfully completing feasibility studies and environmental
assessments, obtaining the necessary government permits and receiving adequate
financing. Economic feasibility is based on several factors:

·

estimated
mineral reserves

·

anticipated
metallurgical recoveries

·

environmental
considerations and permitting

·

future
gold prices

·

anticipated
capital and operating costs for the projects.

Development projects have
no operating history to base estimated future production and cash operating
costs on. With development projects in particular, estimates of proven and
probable mineral reserves and cash operating costs are largely based on:

·

interpreting
the geologic data obtained from drill holes and other sampling techniques

·

feasibility
studies that derive estimated cash operating costs based on

·

the
expected tonnage and grades of ore to be mined and processed

·

the
configuration of the ore body

·

expected
recovery rates of gold from the ore

·

estimated
operating costs

·

anticipated
climate conditions and other factors.



It
is therefore possible that actual cash operating costs and economic returns will
differ significantly from what we estimated for a project before starting
production.

Many events could affect the
profitability or economic feasibility of a project, including the following,
among others:

·

unanticipated
changes in grade and tonnage of ore to be mined and processed

·

unanticipated
adverse geotechnical conditions

·

unanticipated
operational problems

·

unanticipated
metallurgical recovery problems

·

incorrect
data on which engineering assumptions are made

·

costs
of constructing and operating a mine in a specific environment

·

availability
of labour

·

availability
and costs of processing and refining facilities

·

availability
of economic sources of power

·

adequacy
of water supply

·

availability
of surface tenure to locate processing and refining facilities

·

adequate
access to the site, including competing land uses (such as agriculture and
illegal mining)

·

unanticipated
transportation costs

·

government
regulations (including regulations with respect to prices, royalties, duties,
taxes, permitting, restrictions on production, quotas on exportation of
minerals, as well as the costs of protection of the environment and agricultural
lands)

·

fluctuations
in gold prices

·

accidents,
labour actions and force majeure events

·

community
and non-governmental organizational action.

It's
not unusual for new mining operations to experience unexpected problems during
the start-up phase, and delays can often happen when production begins. In the
past, we have adjusted our estimates based on changes to our assumptions and
actual results.

Our
production and capital and operating cost estimates for development projects are
based on certain assumptions. We use these estimates to establish our mineral
reserve estimates but our cost estimates are subject to significant uncertainty
as described above. Actual results for our projects will likely differ from
current estimates and assumptions, and these differences can be material. The
experience we gain from actual mining or processing operations can also identify
new or unexpected conditions that could reduce production below our current
estimates, or increase our estimated capital or operating costs. If actual
results fall below our current estimates, it could have a material and adverse
effect on our business, results of operations, financial condition and
liquidity.





| |  | 
| |  | 

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Additional
mineral reserves

Because
mines have limited lives based on proven and probable mineral reserves, we must
continually replace and expand our mineral reserves and any necessary associated
surface rights as our mines produce gold.

The ability to maintain
or increase annual production of gold will depend significantly on:

·

our
mining operations at the Kişladağ, Tanjianshan and Jinfeng

·

our
development of Eastern Dragon, Efemçukuru,Tocantinzinho and Perama Hill

·

our
ability to conduct successful exploration efforts

·

our
ability to develop new projects and make acquisitions.

Operational
risks and hazards

Operations face a number of risks and
hazards including:

·

environmental
hazards

·

discharge
of pollutants or hazardous chemicals

·

industrial
accidents

·

failure
of processing and mining equipment

·

labour
disputes

·

problems
or delays in supply

·

changes
in the regulatory environment

·

unusual
or unexpected geologic formations or other geological or grade problems

·

unanticipated
changes in metallurgical characteristics and gold recovery

·

unanticipated
ground or water conditions

·

cave-ins,
pit wall failures, flooding, rock bursts and fire

·

periodic
interruptions due to inclement or hazardous weather conditions

·

other
acts of God or unfavourable operating conditions and bullion losses

·

our
ability to identify additional mineral resources at existing properties.

These
risks could result in damage or destruction of mineral properties or processing
facilities, personal injury or death, loss of key employees, environmental
damage, delays in mining, monetary losses and possible legal liability. These
liabilities can be very costly and could have a material adverse effect on our
future cash flow, results of operations and financial condition.

From time to
time we may hire contractors and subcontractors for our operations, and there is
a risk that they could experience labour disputes or become insolvent, and this
could have an adverse effect on our operations and profitability.

Environmental
hazards

There may be
environmental hazards at our mines or projects that we are unaware of. We may be
liable for any associated losses, or be forced to do extensive remedial cleanup
or pay for governmental remedial cleanup, even if the hazards were caused by
previous or existing owners or operators of the property, past or present owners
of adjacent properties or by natural conditions. The costs of any cleanup could
have a material and adverse effect on our operations and profitability.

Full
compliance at all times

Our
activities are subject to extensive federal, provincial, state and local laws
and regulations governing environmental protection and employee health and
safety. We must obtain government permits and provide associated financial
assurance to conduct certain activities. We're also subject to various
conditions related to reclamation that are imposed under federal, state or
provincial air, water quality and mine reclamation rules and permits.

We have
budgeted for future capital and operating expenditures to obtain such permits
and maintain compliance with these environmental, health and safety laws,
however, any changes to these laws in the future could have an adverse effect on
our financial condition, liquidity or results of operations and could delay our
ability to obtain such permits.





| |  | 
| |  | 

---







If
these laws are not complied with, we may face injunctions, damages and
penalties, or our permits could be suspended or revoked. There is no assurance
that we have been, or will be, in compliance with environmental, health and
safety laws at all times, that our compliance will not be challenged, or that
the cost of complying with current or future laws will not have a material and
adverse effect on our future cash flow, results of operations and financial
condition.

Insurance

Where
practical, a reasonable amount of insurance is maintained against risks in the
operation of our business, but coverage has exclusions and limitations. There is
no assurance that the insurance will be adequate to cover any liabilities, or
that it will continue to be available, and at terms we believe are economically
acceptable.

There
are some cases where coverage is not available, or we believe it is too
expensive relative to the perceived risk.

Competition

We
operate in a competitive industry and compete with other, more well-established
companies that have more financial resources, operational experience and
technical capabilities than we do. We face strong competition from other mining
companies that are acquiring properties that are producing or capable of
producing precious metals.

We
may be unable to acquire attractive mining properties, or do so on terms we
consider acceptable. This could have a material and adverse effect on our
revenues, operations and financial condition.

Key
personnel

Eldorado
depends on a number of key personnel, including Paul N. Wright, our President
and Chief Executive Office, Norman S. Pitcher, our Chief Operating Officer, and
Ed Miu, our Chief Financial Officer. We do not have key man life insurance.
Employment contracts are in place with each of these executives, however losing
any of them could have an adverse effect on our operations.

We
need to continue implementing and enhancing our management systems and
recruiting and training new employees to manage our growth effectively. We have
been successful in attracting and retaining skilled and experienced personnel in
the past, and expect to be in the future, but there is no assurance that we will
be.

Good
employee relations

We
depend on our workforce to explore for mineral reserves and resources, develop
our projects and operate our mines. We have programs to recruit and train the
necessary manpower for our operations, and we work hard at maintaining good
relations with our workforce to minimize the possibility of strikes, lockouts
and other stoppages at our work sites. A prolonged labour disruption at any of
our mines or projects could have a material and adverse effect on our overall
operations.

Title
to our mineral properties

We
have investigated title to all of our mineral properties and, to the best of our
knowledge, title to all of our properties is in good standing. It's possible,
however, that any of our properties may be subject to prior unregistered
agreements or transfers, and title may be affected by undetected defects.

There
could be valid challenges to the title of any of our properties and, if
successful, they could impair development and/or operations at our mines or
projects. There is no assurance that title to any of our properties will not be
challenged.

Litigation
risks

All
industries, including the mining industry, are subject to legal claims that are
with and without merit.





| |  | 
| |  | 

---



In
addition to litigation in Turkey (see pages 15 and 21), we are involved in
various routine legal and regulatory proceedings. It's unlikely that the final
outcome of these routine proceedings will have a material and adverse effect on
our financial condition or results of operations, however, defence and
settlement costs can be substantial, even for claims that are without merit. Due
to the inherent uncertainty of the litigation process and dealings with
regulatory bodies, there is no assurance that any legal or regulatory proceeding
will be resolved in a manner that will not have a material and adverse effect on
our future cash flow, results of operations or financial condition.

Community
action

All
industries, including the mining industry, are subject to community actions.
Communities and non-governmental organizations have become more vocal and active
in the past few years about mining activities at or near their communities.

They
may install road blockades, apply for injunctions for work stoppage and file
lawsuits for damages. These actions can relate not only to current activities
but also decades-old mining activities by prior owners and could have a
material, adverse effect on our operations.

Risks
relating to the global economy

Recent
market events and conditions, including disruptions in the international credit
markets and other financial systems and deteriorating global economic
conditions, could increase the cost of capital or impede our access to capital.

Global
financial crisis

The
global credit markets have experienced serious disruption beginning in 2007
because of declining residential property values, defaults and delinquencies in
the residential mortgage market and a decline in the credit quality of
mortgage-backed securities. These problems led to a slowdown in sales in the
residential housing market, declining housing prices, delinquencies in
non-mortgage consumer credit and general decline in consumer confidence.

Conditions
worsened in 2008 and continued in 2009, causing a loss of confidence in the
broader global credit and financial markets and resulting in the collapse of,
and government intervention in, major banks, financial institutions and
insurers, creating a climate of greater volatility, less liquidity, widening of
credit spreads, a lack of price transparency, higher credit losses and tighter
credit conditions. Notwithstanding various actions by governments, concerns
about the general condition of the capital markets, financial instruments,
banks, investment banks, insurers and other financial institutions caused the
broader credit markets to further deteriorate and stock markets to decline
substantially.

These
disruptions in the credit and financial markets have had a significant, material
and adverse effect on a number of financial institutions, and limited access to
capital and credit for many companies. Although there has been some recovery,
there is no certainty that the disruptions and their effects have ended and will
not continue to affect the markets. These or similar disruptions could make it
more difficult for us to obtain capital and financing for our operations, or
increase the cost of it, among other things. If we do not raise capital when we
need it, or access it on reasonable terms, it could have a material and adverse
effect on our business, financial condition and results of operations.

These
and other related factors can lead to lower longer term asset values, which can
result in impairment losses. High levels of volatility and market turmoil could
have an adverse effect on our operations and the price of our common shares.

Liquidity

We
are exposed to liquidity risks in meeting our operating and capital expenditure
requirements if we cannot maintain our cash positions, or appropriate financing
is not available.

We
may be unable to secure loans and other credit facilities in the future, and on
terms we believe are favourable.

The
current global financial conditions resulted in many financial institutions
going into bankruptcy or being rescued by government authorities. Any cash
deposits we have with financial institutions are therefore at risk.





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| |  | 

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Risks
related to acquisitions

Impact
of acquisitions on our growth and financial condition

We're
actively pursuing opportunities to acquire advanced exploration, development and
production assets that are consistent with our acquisition and growth strategy.
From time to time, we may acquire securities of, or an interest in, companies
that we enter into acquisitions or other transactions with.

Transactions involving
acquisitions have inherent risks, including:

·

accurately
assessing the value, strengths, weaknesses, contingent and other liabilities and
potential profitability of potential candidates

·

ability
to achieve identified and anticipated operating and financial synergies

·

unanticipated
costs

·

diversion
of management attention from existing business

·

potential
loss of our key employees or the key employees of any business we acquire

·

unanticipated
changes in business, industry or general economic conditions that affect the
assumptions underlying the acquisition

·

decline
in the value of acquired properties, companies or securities.

Any
of these factors or other risks could result in us not realizing the benefits
anticipated from acquiring other properties or companies, and could have a
material and adverse effect on our financial condition and our ability to grow.

Completing
an acquisition

Although we
actively seek acquisition opportunities that fit with our acquisition and growth
strategy, we are not certain that we'll be able to identify more suitable
candidates that are available at a reasonable price, complete any acquisition,
or integrate any business into our operations successfully. Acquisitions can
involve a number of special risks, circumstances or legal liabilities, which
could have a material and adverse effect on our results of operations and
financial condition.

Acquisitions
may be made by using available cash, incurring debt, issuing common shares or
other securities, or any combination of these. This could limit our flexibility
to raise capital, to operate, explore and develop our properties and make other
acquisitions, and it could further dilute and decrease the trading price of our
common shares. When we evaluate a potential acquisition, we cannot be certain
that we'll have correctly identified and managed the risks and costs inherent
in that business.

We have
discussions and engage in other activities with possible acquisition targets
from time to time, and each of these activities could be in a different stage of
development. There is no assurance that any potential transaction will be
completed successfully and successfully integrated with our operations. If we do
not successfully manage our acquisition and growth strategy, it could have a
material and adverse effect on our business, results of operations and financial
condition.

Evaluating
the merits or risks

It is
possible that shareholders may not have the right to evaluate the merits or
risks of any future acquisition, except as required by applicable laws and stock
exchange rules.

Integration
of Sino Gold

The success
of the Sino Gold acquisition largely depends on successfully integrating their
operations, technologies and personnel in a timely manner. There is a risk that
the integration may take longer than expected and that any efficiencies and
benefits may be less than we estimated.

There could
be differences in the management culture of the two groups and the potential
loss of key personnel. The overall integration may result in unanticipated
operational problems, expenses, liabilities and diversion of management's
attention. If we do not successfully integrate the two companies, we may not
realize any of the anticipated benefits, and this could impair our results of
operations, profitability and financial results.

By acquiring
Sino Gold, we may be subject to significant additional capital requirements
associated with the expanded operations and portfolio of development projects.





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| |  | 

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Risks
related to our common shares

Issuing
more equity

Additional
funds may be needed for our exploration and development programs and potential
acquisitions.

Issuing
more equity securities can substantially dilute the interests of our
shareholders, however, a number of existing agreements provide for additional
issues, and future agreements may as well.

Issuing
substantial amounts of our securities, or making them available for sale, could
have an adverse effect on the prevailing market prices for our securities. A
decline in the market price could hamper our ability to raise additional capital
through the sale of securities.

Price
and volume fluctuations

The
capital markets have experienced a high degree of volatility in the trading
price and volume of shares sold over the past few years. Many companies have
experienced wide fluctuations in the market price of their securities that have
not necessarily related to their operating performance, underlying asset values
or prospects. There is no assurance that the price of our securities will not be
affected.

In
the past, shareholders have often instituted class action lawsuits against
companies that have experienced volatility in their share price. Class action
lawsuits can result in substantial costs and divert management's attention and
resources, which could significantly harm our profitability and reputation.

Shareholders
who hold our common shares through Chess Depository Receipts (CDIs) may be
subject to additional risks. The CDI market may not be as liquid because there
are fewer CDIs listed on the ASX than the number of common shares trading on the
TSX and NYSE. This can reduce the volume of CDIs that can be bought and sold on
the ASX, and affect the speed of any trading activity. Any reduced liquidity may
cause the CDIs to trade at a discount to our shares, but a CDI holder can
convert their CDIs into common shares and trade them on the TSX and NYSE.

Dividends

While
we have initiated a policy of payment dividends on our common shares, there is
no certainty as to the amount of any dividend or that any dividend may be
declared in the future.

Corporate
governance requirements

We
comply with corporate governance guidelines and disclosure standards that apply
to Canadian companies listed on the TSX, and with corporate governance standards
that apply to us as a foreign issuer listed on the NYSE and registered with the
SEC in the US.

Although
we substantially comply with NYSE's corporate governance guidelines, we are
exempt from certain NYSE and ASIC requirements because we comply with Canadian
corporate governance requirements. We may from time to time seek other relief
from corporate governance and exchange requirements and securities laws from the
NYSE, ASX and other regulators.

Non-Canadian
residents who hold our common shares (directly or indirectly through CDIs) may
not be aware that our corporate and securities laws may be different than those
of the Australian Securities and Investment Commission (ASIC).

Sarbanes-Oxley Act

In
2010, we documented and tested our internal control procedures to satisfy the
requirements of Section 404 of the Sarbanes-Oxley Act (SOX). SOX requires
management to do an annual assessment of our internal controls over financial
reporting, and for our external auditors to conduct an independent assessment of
its effectiveness.

Our
internal controls over financial reporting may not be adequate, or we may not be
able to maintain them as required by SOX. We also may not be able to maintain
effective internal controls over financial reporting on an ongoing basis, if
standards are modified, supplemented or amended from time to time.





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| |  | 

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If
we do not satisfy the SOX requirements on an ongoing and timely basis, investors
could lose confidence in the reliability of our financial statements, and this
could harm our business and have a negative effect on the trading price of our
common shares or the market value of our other securities.

If
we do not implement new or improved controls, or experience difficulties in
implementing them, it could harm our operating results or we may not be able to
meet our reporting obligations. There is no assurance that we'll be able to
remediate material weaknesses, if any are identified in future periods, or
maintain all of the necessary controls to ensure continued compliance. There is
also no assurance that we'll be able to retain personnel who have the
necessary finance and accounting skills because of the increased demand for
qualified personnel among publicly traded companies.

Our
recent acquisitions and any other acquisition we make in the future can pose
challenges in implementing the required processes, procedures and controls in
the new operations. Any companies we acquire may not have disclosure controls
and procedures or internal controls over financial reporting that are as
thorough or effective as those required by the securities laws that currently
apply to us.

If
any of our people fail to disclose material information that is otherwise
required to be reported, no evaluation can provide complete assurance that our
internal controls over financial reporting will detect this. The effectiveness
of our controls and procedures could also be limited by simple errors or faulty
judgments. Continually enhancing our internal controls is important, especially
as we expand and the challenges involved in implementing appropriate internal
controls over financial reporting will increase. Although we intend to devote
substantial time to ensuring ongoing compliance, and incurring the necessary
costs associated with this, we are not certain that we will be successful in
complying with section 404 of SOX.

If
any of the events or risk factors described occurs, it could have a negative
effect on our business, financial condition or results of operations, and the
market price of our securities could decline and investors could lose all or
part of their investment.





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Investor
information

Our
corporate structure

|                        |                                                                                                                                                
|----------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------
|April
      2, 1996     | Eldorado
      Corporation Ltd. is incorporated by a Memorandum of Association under the
      Companies Act (Bermuda)                         
|April
      23, 1996    | Changes
      its name to Eldorado Gold Corporation, and is continued under the Company
      Act (British Columbia)                           
|June
      28, 1996     | Continues
      under the Canada Business Corporations Act (the CBCA)                                                                          
|November
      19, 1996 | Amalgamates
      with HRC Development Corporation under the name Eldorado Gold Corporation,
      under a plan of arrangement through the CBCA
|June
      5, 2006      | Amends
      articles and files restated articles under the CBCA                                                                               
|April
      3, 2009     | Adopts
      new bylaws that shareholders approve on May 2, 2009                                                                               



Our
capital structure

Our articles of
incorporation include two kinds of shares:

·

common
shares

·

non-voting
shares



Share
capital at February 28, 2010

|                                  |            
|--------------------------------- | -----------
|Commonshares                      | 548,372,441
|Options                           | 11,822,986 
|Converted
      Eldorado warrants | 99,596     
|Non-voting
      shares           | -          

Our
articles describe the rules for changing the rights associated with our shares.
We generally need at least two-thirds of the votes cast at a special meeting of
shareholders to make substantive changes to our share capital.

Common
shares

Each common share gives
the shareholder the right to:

·

receive
notice of all shareholder meetings and to attend and vote their shares at the
meetings.
Each common share gives the holder the right to one vote.

·

participate
equally with other shareholders in any:

·

dividends
declared by the board

·

distribution
of assets if we are liquidated, dissolved or wound-up.

Common
shares issued in 2010

|                                                                      |            
|--------------------------------------------------------------------- | -----------
|Balance,
      December 31, 2009                                      | 537,136,235
|Shares
      issued upon exercise of share options and warrants       | 5,057,059  
|Shares
      issued pursuant to the acquisition of Brazauro Resources | 5,993,898  
|Total
      - issued and outstanding as at December 31, 2010          | 548,187,192







| |  | 
| |  | 

---







Non-voting
shares

Each non-voting share
gives the shareholder the right to:

·

receive
notice of all shareholder meetings and to attend meetings

·

participate
equally with other shareholders in any:

·

dividends
declared by the board

·

distribution
of assets if we are liquidated, dissolved or wound-up

·

convert
their non-voting shares to common shares, as long as it does not result in the
owner or its affiliates beneficially owning 40 percent or more of the issued and
outstanding common shares.

Holders of non-voting
shares are not entitled to vote at shareholder meetings, except as required by
law. They do, however, have one vote for each non-voting share they own for any
proposal to:

·

amend
the articles to change the maximum number of authorized non-voting shares

·

increase
the maximum number of authorized shares that have rights or privileges equal or
superior to non-voting shares

·

exchange,
reclassify or cancel all or some non-voting shares

·

create
a new class of shares equal or superior to non-voting shares.

If
non-voting shares are outstanding:

·

The
board cannot declare or pay a stock dividend unless it does so for both share
classes.

·

One
class of shares cannot be subdivided, consolidated, reclassified or otherwise
changed unless the other class is changed in the same way and in the same
proportion.

·

We
cannot make a rights offering unless it is made equally to shareholders in both
share classes.

As
a condition of our listing on the Australian Securities Exchange (ASX), we have
agreed not to issue non-voting shares without prior approval of the ASX.

Converted
Eldorado warrants

Pursurant to
the Brazauro Arrangement, Eldorado issued 100,439 converted Eldorado warrants to
the former holders of Brazauro warrants.  The converted Eldorado Warrants
entitle the holders to acquire one common share at a price of Cdn$14.82 until
May 3, 2011.

Dividend
policy

The board
established a dividend policy in May 2010 and declared our first dividend of
Cdn$0.05 per common share. We expect to pay two dividends per year. Any dividend
payment is expected to be derived from a dividend fund calculated on an amount,
determined at the discretion of the Directors at the time of any decision to pay
a dividend, multiplied by the number of ounces of gold sold by Eldorado in the
preceding two quarters. The amount of the dividend fund will be divided among
all the issued Eldorado common shares to yield the dividend payable per share.
Accordingly, the calculation of any dividend, if declared, will also be subject
to increases or decreases dependent upon, among other things, the past,
prevailing and projected gold prices.

Stock
option plans

For further
discussion on our stock options plans see our 2011 Management proxy circular.





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Market
for securities

Eldorado is listed on
the following exchanges:

Toronto
Stock Exchange (TSX) under the symbol ELD
(listed October 23, 1993 - part of the S&P/TSX Global Gold Index)

New
York Stock Exchange (NYSE) under the symbol EGO
(listed October 20, 2009 - part of the AMEX Gold BUGS Index)

Eldorado
Chess Depositary Interests (CDIs) trade on the
Australian Securities Exchange (ASX) under the symbol EAU (listed December 7,
2009)



Our
common shares were listed on the American Stock Exchange (AMEX) from January 23,
2003 until October 20, 2009.

The
table below shows the range in price and trading volumes of our common shares on
the TSX in 2010.

Trading
activity in 2010

|          |       |       |       |            
|--------- | ----- | ----- | ----- | -----------
|          | Cdn$  |      
|2010      | High  | Low   | Close | Volume     
|January   | 15.89 | 11.76 | 12.58 | 63,988,200 
|February  | 13.92 | 12.21 | 13.29 | 54,386,900 
|March     | 13.94 | 12.02 | 12.33 | 63,250,000 
|April     | 15.90 | 12.50 | 15.69 | 75,566,000 
|May       | 18.93 | 15.30 | 18.07 | 102,407,500
|June      | 19.73 | 17.24 | 19.08 | 81,372,700 
|July      | 17.86 | 15.92 | 16.70 | 54,739,200 
|August    | 20.69 | 17.16 | 20.94 | 50,765,000 
|September | 20.78 | 18.30 | 19.02 | 68,104,600 
|October   | 19.43 | 16.80 | 17.27 | 56,370,500 
|November  | 19.41 | 16.76 | 17.91 | 69,514,800 
|December  | 19.04 | 17.67 | 18.50 | 41,644,500 



Transfer
agents and registrars

|                                                                  |                                                                                                                                                                           
|----------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Registrar
      and transfer agent
      for our common shares    | Valiant
      Trust Company
      Principal
      office:
      Suite 2950, 130 King Street West
      Toronto, Ontario M5X 1A9
      Transfer office:
      Vancouver, BC
|CDI
      sub-registry                                            | Link
      Market Services Limited
      Level
      12, 680 George Street
      Sydney South NSW 2000
      Australia                                                    
|Registered
      and records office
      and address for service | Fasken
      Martineau DuMoulin LLP
      Suite
      2900 - 550 Burrard Street
      Vancouver, BC V6C 0A3                                                               







| |  | 
| |  | 

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Governance



Management
and the board of directors are committed to good governance practices.

We
apply the highest standards of legal and ethical conduct, and believe in the
importance of full, accurate, clear and timely disclosure, and in communicating
openly with all of our stakeholders.

We
comply with corporate governance guidelines and disclosure standards that apply
to Canadian companies listed on the Toronto Stock Exchange (TSX), and with the
corporate governance standards that apply to us as a foreign issuer listed on
the New York Stock Exchange (NYSE) and registered with the SEC in the US.
Eldorado Chess Depository Interest trade on the Australian Securities Exchange (ASX)
under the symbol EAU and the Company complies with the required corporate
governance regulations of the Australian Securities and Investment Commission.

Ethical
business conduct

Our
code of business conduct and ethics promotes integrity and deters wrongdoing by
setting out the legal, ethical and regulatory standards we follow in all of our
activities. The code applies to our directors, officers, employees and
contractors and reinforces our unwavering commitment to ethical business
conduct. Complying with the code and maintaining high standards of business
conduct are mandatory, and the board relies on the oversight of our internal
controls to monitor compliance with the code.

Our
board of directors oversees management, who are responsible for the day to day
conduct of our business.

The board is
responsible for:

·

acting
in good faith in our best interests

·

exercising
care, diligence and skill in carrying out its duties and responsibilities

·

meeting
its obligations under the Canada Business Corporations Act, our articles and our
bylaws, and any other relevant legislation and regulations governing our
business.

The
board has adopted a written mandate which describes its responsibility for
stewardship. The board carries out its mandate directly or through its
committees, which are 100% independent directors.

Directors

According to
our articles and bylaws, we must elect between three and 20 directors at every
annual general meeting to serve for a one-year term or until a successor is
elected or appointed.

The board
has decided that nine directors will be elected to the board in 2011. The CBCA
requires at least 25% of our directors to be Canadian residents.

The table
below lists our directors, including their province or state of residence, their
principal occupation and approximate number of Eldorado common shares they own.
This includes shares they beneficially own directly or indirectly, or exercise
control or direction over as of the date of this AIF.







| |  | 
| |  | 

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|                                                                                                                              |                                                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                               
|----------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------
|Director                                                                                                                      | Board
      committees                                                                                      | Principal
      occupation                                                                                                                                                                                                                                                                                                                                                                                                                                                    | Approximate
      number of common shares held
|John
      S. Auston
      British
      Columbia, Canada
      Independent                                                   | Compensation
      Environmental
      health and safety                                                    | Director
      since April 30, 2003
      President
      & CEO of Ashton Mining of Canada from1996 to 2000                                                                                                                                                                                                                                                                                                                                                                   | 8,000                                         
|K.
      Ross Cory
      British
      Columbia, Canada
      Independent                                                     | Audit
      Corporate
      governance
      and nominating (chair)                                         | Director
      since April 30, 2003
      Various
      senior executive & director capacities with Raymond James Ltd. (and
      predecessor companies)
      Currently
      a director of Lumina Copper Corp.                                                                                                                                                                                                                                                              | 140,000                                       
|Robert
      R. Gilmore
      Colorado,
      United States
      Independent
      Non-executive
      Chairman of the board | Audit
      (chair)
      Compensation                                                                      | Chairman
      of the board since May 6, 2010 and director since April 30, 2003
      Financial
      consultant
      CFO
      of Dakota Mining Corporation (1991 to 1997) , CFO of Teamshare Inc. (2002)
      Currently
      a director of Layne Christensen Company and Fortuna Silver Mines                                                                                                                                                                            | 9,500                                         
|Geoffrey
      A. Handley
      New
      South Wales, Australia
      Independent                                            | Compensation
      Corporate
      governance
      and nominating Environmental, health and safety (chair) | Director
      since August 2006
      Executive
      Vice President, Strategic
      Development with Placer Dome
      (2002 to 2006)
      Currently
      a director of Endeavour Silver Corp., PanAust Limited and Mirabella Nickel
      Ltd.                                                                                                                                                                                                                          | 10,000                                        
|Wayne
      D. Lenton
      Arizona,
      USA
      Independent
      Director                                               | Compensation
      (chair)                                                                                  | Director
      since June 1995
      Independent
      mining consultant since March 1995
      President
      & CEO of Canada Tungsten Inc, (1993 to 1995), President & CEO and
      Chairman of the Board of Canamax Resource Inc. (1989 to 1993), President
      & CEO and Chairman of the Board of Canada Tungsten Mining Corporation
      1985 to 1993
      Currently
      a director of Energold Drilling Ltd. and North American Tungsten
      Corporation Ltd. | 49,100                                        







| |  | 
| |  | 

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|                                                                                                                           |                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                               
|-------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------
|Director                                                                                                                   | Board
      committees                                | Principal
      occupation                                                                                                                                                                                                                                                                                                                                                                                                                                            | Approximate
      number of common shares held
|
|Jonathan
      A. Rubenstein
      British
      Columbia, Canada
      Independent                                        | Audit
      Corporate
      governance and nominating | Director
      since May 7, 2009
      Vice
      President & Corporate Secretary of Canico Resources (2002 to 2005),
      Vice President, Corporate Affairs, Sutton Resources (1995 to 1999)
      Currently
      a director of MAG Silver Corp., Detour Gold Corporation, Troon Ventures
      Ltd. and Rio Novo Gold.                                                                                                                                            | 9,000                                         
|Donald
      M. Shumka
      British
      Columbia, Canada
      Independent                                              | Audit
      Corporate
      governance and nominating | Director
      since May 3, 2005
      President
      and Managing Director of Walden Management Ltd.
      Managing
      Director of Raymond James Ltd. (1993 to 2004), Managing Director of CIBC
      World Markets (1989 to 1993), Vice President, Finance and CFO of West
      Fraser Timber Co. Ltd. (1979 to 1989)
      Currently
      a director of Paladin Energy Limited, Lumina Copper Corporation, Magma
      Energy Corp. and Amfield Nickel Corp. | 50,000                                        
|Paul
      N. Wright
      British Columbia
      Canada
      President,
      Chief Executive Officer
      and Director |                                                       | Director
      since March 1999
      President
      and Chief Executive Officer
      since October 1, 1999
      President
      and Chief Operating Officer (March 1999 to October 1999), Senior Vice
      President, Operations (October 1997 to March 1999), Vice President, Mining
      (July 1996 to October 1997)                                                                                                                                          | 125,000                                       

All
of our directors have been directors since our 2010 annual shareholders'
meeting. All directors terms expire at our next annual meeting of shareholders
meeting. Mr. Askew, Mr. Cassidy and Mr. Morris retired from the board of
directors on May 6, 2010.

As
of February 28, 2010 directors and executive officers of the company owned
431,600 shares and 3,666,217 stock options to purchase common shares for a total
percentage of 0.75% of our issued and outstanding common shares.









| |  | 
| |  | 

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Board
committees

The board has four
standing committees:

·

Audit

·

Compensation

·

Corporate
governance and nominating

·

Environmental
health and safety

Audit
committee

The Audit
committee is currently made up of four financially literate, independent
directors:

Robert
Gilmore (chair)
Ross Cory

Jonathan
Rubenstein
Donald Shumka



All four members of the audit committee are financially literate, meaning they are able to read and understand the Company's financial statements and to understand the breadth and level of complexity of the issues that can reasonably be expected to be raised by the company's financial statements.  Mr. Gilmore, our committee chair, is an
audit committee financial expertas defined by the SEC.

Robert Gilmore,CPA,
BSBA, Accounting

University of Denver

CPA, Colorado

Financial Consultant
Colorado, USA



A certified public accountant, Mr. Gilmore has the accounting or related financial management experience that is required under the NYSE rules.  From 1991 to 1997 Mr. Gilmore was the Chief Financial Officer of Dakota Mining Corporation and was the Chief Financial Officer of Teamshare Inc. in 2002.



K. Ross Cory, MBA, Finance and International Business, UBC

B.Sc. General Science, UBC

Corporate director
BC, Canada



Mr. Cory served in various senior executive and director capacities with Raymond James Ltd. (formerly
Goepel, McDermid Inc. and Goepel Shields & Partners Inc.).



Jonathan A. Rubenstein

BA, Oakland University 
LLB, UBC

Corporate director
BC, Canada



Mr. Rubenstein was one of the founders of Canico Resources Corp., where he served as a Director and as Vice President & Corporate Secretary from 2002 to 2005.
Mr. Rubenstein served  as Vice President, Corporate Affairs for Sutton Resources from 1995 to 1999.





Donald M. Shumka

MBA, Harvard University; 
BA, UBC

President & Managing Director
Walden Management Limited
BC, Canada







| |  | 
| |  | 

---

Mr. Shumka is and has been since 2004, the President and Managing Director of Walden Management Ltd. a firm that provides financial consulting and advisory service to financial, manufacturing and processing industries. From 1993 to 2004, he was Managing Director, Raymond James Ltd. He has extensive financial and management experience - 15 years in investment banking with Raymond James and CIBC World Markets (Canadian investment firms) and 25 years in the forest industry where he was for a decade the Vice President, Finance and Chief Financial Officer of West Fraser Timber Co. Ltd.





The committee is responsible for:

·

overseeing
financial reporting, internal controls, the audit process, our public disclosure
documents and overseeing our code of business conduct and ethics

·

recommending
the appointment of our external auditor and reviewing the annual audit plan and
auditor compensation

·

pre-approving
audit, audit-related, tax and other services to be provided by the external
auditor

·

reviewing
our hiring policies for present and former employees of the present and former
auditor

·

reviewing
the terms of engagement for the external auditor.

The
external auditor reports directly to the audit committee. KPMG performed our
audit services in 2009 and 2010, and we have had the same lead audit partner for
two years. Consistent with best practices, the committee requires the lead audit
partner to be rotated every five years.

The audit
committee adopted a policy in 2005 that non-audit services can only be provided
by the external auditor if it has been pre-approved by the audit committee.
Generally these services are provided by other firms under separate agreements
approved by management.

See our 2011
management proxy circular for information on the experience and education of
each committee member.

About
the auditor

KPMG has
been our external auditor since June 2009, replacing PricewaterhouseCoopers LLP
who had previously served as our auditor since 1992.

The auditor
conducts the annual audit of our financial statements and provides
audit-related, tax and other services and reports to the audit committee of the
board.





| |  | 
| |  | 

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Auditor's
fees

The
table below shows the fees we paid KPMG for services in 2010 and 2009:

|                         |                               |           |                                                                                                                                                                                              
|------------------------ | ----------------------------- | --------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                         | Years
      ended December 31 |          
|Cdn$                     | 2010                          | 2009      |                                                                                                                                                                                              
|Audit
      fees         | 1,334,330                     | 1,300,803 | Total
      fees for audit services                                                                                                                                                          
|Audit
      related fees | 37,630                        | 644,392   | Fees
      for consulting on accounting matters, due diligence and technical
      guidance, among other services.
      Fees
      in 2009 are for the Sino Gold and Sao Bento transactions.
|Tax
      services       | 9,419                         | 96,759    | Total
      fees for tax advice, tax planning and tax compliance.                                                                                                                            
|All
      other fees     | 55,700                        | 122,071   | Fees
      for French translation, IFRS audit and fees related to the acquisition of
      Brazauro Resources.                                                                               
|Other
      services     | -                             | -         | Fees
      for 2009 relate to diagnostic services for the transition to IFRS.                                                                                                                
|Total                    | 1,437,079                     | 2,164,025 |                                                                                                                                                                                              



Compensation
committee

The
Compensation committee is made up of four directors:

Wayne
D. Lenton (chair)
John Auston
Robert Gilmore
Geoffrey Handley

The committee is
responsible for:

·

assisting
management in developing our compensation structure, including the compensation
policies and compensation programs for our directors and executives

·

assessing
the performance of our CEO every year and recommending the compensation of our
CEO and our other executive officers to the board for review and approval.

The committee conducts a
thorough compensation review every year to assess:

·

the
competitiveness of our cash and stock-based compensation for our directors and
executives

·

whether
overall executive compensation continues to support our goals of attracting,
motivating and retaining executives with exceptional leadership and management
skills

·

the
overall compensation packages for our senior executives and whether the
components are applied appropriately.

It
also reviews and approves the terms of employment and evaluates the performance
of the CEO for the prior year.





| |  | 
| |  | 

---



Corporate
governance and nominating committee

The
Corporate governance and nominating committee is made up of three directors:

|                                                                      | 
|--------------------------------------------------------------------- | 
|Ross
      Cory (chair)
      Jonathan Rubenstein
      Donald Shumka | 

The committee was
established to work with management in continuing to develop our corporate
governance framework. This includes:

·

regularly
reviewing our corporate governance policies and practices

·

monitoring
our risk management program

·

reviewing
the size and composition of the board annually

·

facilitating
the succession and nomination of directors to the board

·

identifying
new directors and managing the board's nomination process, board committee
appointments and assessment process

·

evaluating
the board's competencies and defining the skills and experience necessary for
an effective board.

Environmental,
health and safety committee

The
Environmental, health and safety committee is made up of three directors:

Geoffrey
Handley (chair)
John Auston
Wayne Lenton

The committee was established to work
with management in developing management's procedures for monitoring our
environmental, health and safety practices. This includes:

·

reviewing
and monitoring our environmental, health and safety programs and procedures

·

overseeing
the establishment of a corporate environmental health and safety policy

·

monitoring
management's environmental, health and safety risk assessment and impact
evaluation procedure

·

reporting
to the board on environmental, health and safety matters, including the
development, maintenance and testing of emergency preparedness pans to minimize,
remediate and mitigate environmental damage in the event of unforeseen
incidents.

Reserves
and resources review

The board
reviews management's process for evaluating our reserves and resources. It
appointed a panel of directors who are technically competent and proficient in
estimating reserves and resources. The panel is charged with reviewing
management's reserve and resource estimates and reporting them to the board.
In 2010, Mr. Auston, Mr. Handley and Mr. Morris served on the panel. Mr. Morris
retired from the board on May 6, 2010.

Risk
assessment

The
corporate governance and nominating committee is responsible for monitoring our
risk management program.

The board
has overall responsibility for reviewing and approving recommendations,
developing programs and procedures for monitoring risks, and reviewing our risk
management program at each regularly scheduled board meeting. This includes
overseeing the identification of our principal risks, reviewing our acceptable
levels of risk and overseeing the development of appropriate systems to manage
the risks we face in our business.

Terms of
reference for the board, chair, individual directors and the three standing
board committees are available on our website (www.eldoradogold.com) or by
contacting the corporate secretary. You can also find more information about our
corporate governance practices in our most recent management proxy circular and
on our website.





| |  | 
| |  | 

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Officers

The
table below lists our executive officers, including their province or state of
residence, their principal occupation, offices held at Eldorado and approximate
number of Eldorado common shares they own.
This includes shares they beneficially own directly or indirectly, or exercise
control or direction over as of the date of this AIF.

|                                                                                                                         |                                                                                                                                                                                                                                                                                                                       |                                               
|------------------------------------------------------------------------------------------------------------------------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------
|Executive
      officer                                                                                                  | Principal
      occupation                                                                                                                                                                                                                                                                                            | Approximate
      number of common shares held
|Ed
      Miu
      British
      Columbia, Canada
      Chief
      Financial Officer                                    | Chief
      Financial Officer since December 15, 2009
      Chief
      Financial Officer of Sino Gold from January 2009 to December 15, 2009.
       CFO of Asia Pacific from March 2005 to December 2008                                                                                                            | -                                             
|Dawn
      L. Moss
      British Columbia, Canada
      Vice
      President, Administration & Corporate Secretary       | Vice
      President, Administration since February 2009
      Corporate
      Secretary since October 27, 2000
      Corporate
      Administrator from November 1998 to October 2000                                                                                                                                | 18,500                                        
|Norman
      S. Pitcher
      British
      Columbia, Canada
      Chief
      Operating Officer                         | Chief
      Operating Officer since July 2005
      Vice
      President, Exploration & Development from May 2004 to
      July 2005
      Manager,
      Evaluations from November 2003 to May 2004
      Chief
      Geologist for Pan American Silver Corp. from 1997 to November 2003                             | 2,500                                         
|Paul
      Skayman
      British
      Columbia, Canada
      Senior
      Vice President, Operations                    | Senior
      Vice President, Operations since 2009
      Vice
      President, Operations from August 2008 to December 2009
      Project
      Manager, Tanjianshan Gold Project from September 2005 to August 2008                                                                                                  | -                                             
|Paul
      N. Wright
      British
      Columbia, Canada
      President
      and Chief Executive Officer and director | Director
      since March 1999
      President
      and Chief Executive Officer since October 1, 1999
      President
      and Chief Operating Officer (March 1999 to October 1999) Senior Vice
      President, Operations (October 1997 to March 1999), Vice President, Mining
      (July 1996 to October 1997) | 125,000                                       

As
of the date of this AIF, our directors and executive officers beneficially owned
or controlled or directed, directly or indirectly, 431,600 common shares
(representing 0.08% of the total issued and outstanding common shares).

Cease
trade orders, bankruptcies, penalties or sanctions

None
of our directors or executive officers is (or has been within the last 10 years)
a director, chief executive officer or chief financial officer of any company
(including ours) that has become bankrupt, made a proposal under legislation
relating to bankruptcy or insolvency, or received a cease trade order or order
similar to a cease trade order or any other order that denied the Company access
to any exemption under securities laws that was in effect for more than 30 days
or other penalties or sanctions imposed by a court or regulatory body while the
director or executive officer held their position of after ceasing to hold that
position but where the order, penalty or sanction related to an event that
occurred while they were in that position.

Conflicts
of interest

To
the best of our knowledge, and other than disclosed in this AIF, we are not
aware of any existing or potential conflicts of interest between us or any of
our directors or officers, except that some of them serve as directors and
officers of other public companies. It is therefore possible that there could be
a conflict between their duties as a director or officer of Eldorado and their
duties for other companies.





| |  | 
| |  | 

---



Our
directors and officers are aware of the laws governing accountability of
directors and officers for corporate opportunity. They understand they are
required to disclose any conflicts of interest under the CBCA and are expected
to govern themselves to the best of their ability according to the laws in
effect.

The
board takes appropriate measures to exercise independent judgment when
considering any transactions and agreements. If a director has a material
interest, he excuses himself from the appropriate portions of the board and
committee meetings so the directors can discuss the issue openly and candidly.

Material
contracts

Other
than material contracts described or listed elsewhere in this AIF and those
contracts made in the ordinary course of business, we have not entered into any
material contracts.

Interest
of experts

We
rely on experts to audit our financial statements, prepare our mineral reserve
and resource estimates and prepare our technical reports.

Our
auditor is KPMG LLP, independent chartered accountants according to the rules of
professional conduct of the Institute of Chartered Accountants of British
Columbia. They are an independent public accountant according to the Securities
Act administered by the SEC and the requirements of the Public Company
Accounting Oversight Board.

We
list the people who have prepared our mineral reserve and resource estimates
under Mineral reserves and resourcesstarting on page 58 and our
technical reports under each of our properties.

None
of these people or their employers has, directly or indirectly, any material
interest, or beneficial interest in the property of the Company or securities
of, us or any of our affiliates or associated parties, other than those experts
that are employed by us, who own less than 1% of our securities.

Interest
of management and others in material transactions

Other than has been
disclosed in this AIF or our annual MD&A, we are not aware of any of the
following having a direct or indirect material interest:

·

any
of our directors or executive officers, or those of our subsidiaries

·

a
person who beneficially owns or directs, directly or indirectly, more than 10%
of our voting securities, or



·

any
associate or affiliate of the above who has entered into a transaction in our
three most recently completed financial years, or during the current financial
year, that has had or will have a material effect on us.

We
did not rely on any available exemptions in fiscal 2010 to meet our disclosure
obligations for the year.

Legal
proceedings and regulatory actions

Other than
has been disclosed in this AIF, we are not aware of any material legal
proceedings which we are a party to or that involve our property, nor are we
aware of any being considered.

We have not
had any penalties or sanctions imposed by a regulatory body relating to
securities legislation or regulatory requirements, or by a court or regulatory­
body that would be considered important to a reasonable investor in making an
investment decision. We have also never been involved in a settlement agreement
with a securities regulatory authority.





| |  | 
| |  | 

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SCHEDULE
A

ELDORADO
GOLD CORPORATION

(Eldorado
or the Company)



Audit
committee - Terms of reference





The
role of the Audit Committee (the "Committee") is to review and require that
management of the Company (the "Management") has in place an effective
system of internal financial controls for reviewing and reporting on the Company's
financial statements; to monitor the independence and performance of the Company's
external auditor (the "Auditor"); to oversee the integrity of the Company's
financial disclosure and reporting and to monitor Management's compliance with
legal and regulatory requirements; and to report on the Committee's activities
on a regular and timely basis to the Board of Directors (the "Board").



II

RESPONSIBILITY

The
Committee will have the following duties and responsibilities:



(i)

Review
with the Auditor and with the Management of the Company prior to the
recommendation of the approval of the consolidated financial statements of the
Company by the Board:

Ø

the
audited annual and unaudited quarterly financial statements including the notes
thereto;

Ø

the
appropriateness of the Management Discussion and Analysis (MD&A) of
operations contained in the audited annual and unaudited quarterly report and
their consistency with the financial statements;

Ø

any
report or opinion proposed to be rendered in connection with the financial
statements, including independent expert reports;

Ø

any
significant transactions which are not a normal part of the Company's
business;

Ø

the
nature and substance of significant accruals, accounting, reserves and other
estimates having a material effect on the financial statements;

Ø

carrying
values of financial assets and liabilities, including key assumptions and
practices used to determine fair value accounting and related mark-to-market
adjustments;

Ø

any
off balance sheet financing arrangement;

Ø

issues
regarding accounting and auditing principles and practices as well as the
adequacy of internal controls, including a discussion of the responsibilities of
the Company's internal audit function;

Ø

any
significant transactions with or involving an unconsolidated affiliate;

Ø

all
significant adjustments proposed by Management or by the Auditor;

Ø

the
specifics of any unrecorded audit adjustments;

Ø

any
impairment provisions based on ceiling test calculations; and including the
carrying value of Goodwill;

Ø

Independently
and periodically review and be satisfied with the adequacy of procedures in
place for the review of public disclosure of financial information including any
future oriented financial information as stated or derived from the financial
statements;





| | 2010
      Annual information form | 
| | ---------------------------------- | 

---





Ø

review
financial statements and MD&A and annual and interim earning disclosure
before they are released to the public; and

Ø

review
with members of the Board proficient in the technical aspects of preparing a
mineral reserve and resource calculation the mineral reserve calculation
procedure and the credentials of the qualified person.

(ii)

Review,
on a periodic basis, compliance with the Company's investment policy governing
investments of excess cash balances.

(iii)

Review
and approve:

Ø

non-audit
services provided by the External Auditor, to the extent required by law;

Ø

fees
and expenses of the Auditor; and

Ø

the
independence of the Auditor.

(iv)

Establish
guidelines for the retention of the Auditor for any non-audit service.

(v)

Recommend
to the Board the appointment of the Auditor to be proposed at the annual
shareholders' meeting and the compensation of the Auditor.  The Auditor
is ultimately accountable to the Board and the Audit Committee as
representatives of the shareholders.

(vi)

Require
the Auditor to report to the Audit Committee and:

Ø

oversee
the work of the Auditor;

Ø

assess
the audit team; and

Ø

assist
in the resolution of disagreements, if any, between management and the Auditor
regarding financial reporting.

(vii)

Review
and approve hiring policies regarding present and former employees of the
present and former Auditor.



(viii)

Review
with Management the Company's major financial risk exposures and the steps
Management has taken to monitor and control such exposures.



(ix)

Review
any related party transactions prior to recommendation to the Board of the
approval of such transactions.

(x)

Establish
a complaint process and "whistle-blowing" procedures.  Establish
procedures for the receipt, retention, and treatment of any complaints regarding
accounting, internal accounting controls, or audit related matters.
 Establish procedures for employees' confidential, anonymous submissions
in accordance with the Company's "Whistle Blower Policy".

(xi)

Advise
the Board with respect to the Company's policies and procedures regarding
compliance with new developments in generally accepted accounting principles,
laws and regulations and their impact on the consolidated financial statements
of the Company.

(xii)

Review
with Management and the Auditor, the Company's internal accounting and
financial systems and controls to assess that the Company maintains and reports
on:

Ø

the
appropriate books, records and accounts in reasonable detail to accurately and
fairly reflect the Company's transactions;

Ø

effective
internal control systems; and

Ø

adequate
processes for assessing the risk of material misstatement of the financial
statements and for detecting control weaknesses or fraud.





| |  | 
| |  | 

---





(xiii)

Assist
the Board with oversight of the performance of the Company's internal audit
function.

(xiv)

Review
the Auditor's Management Letter and the Auditor's Report.

(xv)

Review
Management's report on and Auditor's assessment of Internal Controls and
report all deficiencies and remedial actions to the Board.

(xvi)

Discuss
the Company's earnings disclosure, as well as financial information and
earnings guidance to be provided to analysts and rating agencies.

(xvii)

Direct
and supervise the investigation into any matter brought to the Committee's
attention within the scope of its duties.

(xviii)

Perform
such other duties as may be assigned to it by the Board of Directors from time
to time or as may be required by applicable regulatory authorities or
legislation.

(xix)

Review
and reassess the adequacy of this Terms of Reference annually and recommend any
proposed changes to the Board for approval.

(xx)

Assess
the Committee's performance of the duties specified in this Terms of Reference
and report its finding to the Board.



III

COMPOSITION

(i)

The
Board will appoint Directors to form the Committee annually at the Board Meeting
following the Annual Shareholders Meeting.



(ii)

The
Board has determined that the Committee will be comprised of at least three
Independent Directors (the "Member" or "Members") all of whom shall be
financially literate.  The Board may remove or replace a Member at any
time.  A Member will serve on the Committee until the termination of the
appointment or until a successor is appointed,

(iii)

All
Members will meet the "independence and financial literacy" qualifications
under applicable securities laws and at least one Member shall meet the
definition of a "financial expert" as defined by the United States
Securities & Exchange Commission.

(iv)

The
Board will appoint the Chairman of the Committee.  The Corporate Secretary
of the Company will keep minutes of each meeting.



IV.

MEETINGS

(i)

Meetings
of the Committee will be held at the request of a Member, the Chief Executive
Officer, the Corporate Secretary or the Auditor of the Company at such times and
places as may be determined, but in any event at least to review the Company's
quarterly and annual financial disclosure. Twenty-four (24) hours advance notice
of each meeting given orally, by telephone, or in writing delivered by facsimile
or electronic mail together with an agenda will be given to each Member unless
all Members are present and waive notice and any absent waive notice in writing.

(ii)

A
majority of Members will constitute a quorum.  Decisions of the Committee
will be by an affirmative vote of the majority of those Members voting at a
meeting.  Powers of the Committee may also be exercised by resolution in
writing signed by all the Members.

(iii)

The
Committee will have access to the Auditor and Management of the Company,
exclusive of each other, for purposes of performing its duties.  The
Committee will meet with the Auditor independent of Management after each review
of unaudited and audited statements.







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(iv)

The
Auditor will be notified of meetings of the Committee and will attend if
requested to do so by a Member or by Management.



V

OTHER



(i)

The
Committee as whole or each Member individually are able to engage outside
advisors at the Company's expense that they determine is necessary in order to
assist in fulfilling their respective responsibilities.  The engagement and
payment by the Company for the services of an outside advisor is subject to
approval by the Chairman of the Audit Committee.



(ii)

The
Committee will be provided funding by the Company for compensation of the
Auditor.



Approved
by the Board of Directors February 17, 2011.















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