UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July31,
2009

Commission file number000-51068

YUKON GOLD CORPORATION, INC.(Exact name of registrant as specified in its charter)

|Delaware                 | 52-2243048                          
|------------------------ | ------------------------------------
|(State of incorporation) | (I.R.S. Employer Identification No.)

139 Grand River St. N,. PO Box 510
Paris, Ontario N3L 3T6 Canada(Address of principal executive offices including zip code)

210-355-3233(Registrant's telephone number including area code)

With a copy to:

Jonathan H. Gardner 
Kavinoky Cook LLP 
726 Exchange Street; Suite 800 
Buffalo, NY 14210 
Phone: 716-845-6000 
Fax: 716-845-6474

> Indicate by check mark whether the registrant (1) has
>     filed all reports required to be filed by Section 13 or 15(d) of the
>     Securities Exchange Act of 1934 during the preceding 12 months (or for such
>     shorter period that the Registrant was required to file such reports), and
>     (2) has been subject to such filing requirements for the past 90 days.

Yes Q  
 No £

> Indicate by check mark whether the registrant is a large
>     accelerated filer, an accelerated filer, a non-accelerated filer, or a
>     smaller reporting company. See the definitions of large accelerated filer,
>     accelerated filer and smaller reporting company in Rule 12b-2 of the
>     Exchange Act. (Check one):

|Large accelerated filer
    £ | Accelerated filer
    £ | Non-accelerated filer
    £                   | Smaller reporting company
    Q
|----------------------------- | ----------------------- | --------------------------------------------- | -------------------------------
|                              |                         | (Do not check if a smaller reporting company) |                                

Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act).

Yes £   
No Q

The number of shares of registrant's common stock outstanding
as of July 31, 2009 was 40,489,535

---

PART I  FINANCIAL INFORMATION

YUKON GOLD
CORPORATION, INC.(AN EXPLORATION STAGE MINING COMPANY)INTERIM CONSOLIDATED FINANCIAL
STATEMENTSJULY 31, 2009(Amounts expressed in US Dollars) (Unaudited-Prepared by
Management)

TABLE OF CONTENTS

|                                                                                                                                                                           |  | Page No.       
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------
|Interim
      Consolidated Balance Sheets as at July 31, 2009 (unaudited) and April 30,
      2009 (audited)                                                               |  | F-2
      to F3
|Interim Consolidated Statements of
      Operations for the three months ended July 31, 2009 and July 31, 2008 and the period from Inception to July 31,
      2009.       |  | F-4            
|Interim
      Consolidated Statements of Cash Flows for the three months ended July
      31, 2009 and July 31, 2008 and the period
      from Inception to July 31, 2009. |  | F-5            
|Interim Consolidated Statements of
      Changes in Stockholders Equity (Deficiency) from Inception to July 31, 2009                                                      |  | F-6 to F8      
|Condensed
      Notes to Interim Consolidated Financial Statements                                                                                                         |  | F-9 to F-19    

---



|YUKON GOLD CORPORATION, INC.(An
      Exploration Stage Mining Company)Consolidated Balance
      SheetsAs at July 31, 2009 and April 30, 2009(Amounts expressed in US Dollars)(Unaudited-Prepared by
      Management)
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                                          |  |  |  |  | July 31, 2009 |  |  |  |  |  | April 30, 2009 | 
|----------------------------------------- |  |  |  |  | ------------- |  |  |  |  |  | -------------- | 
|                                          |  |  |  |  | $             |  |  |  |  |  | $              | 
|ASSETS                                    |  |  |  |  | (unaudited)   |  |  |  |  |  | (audited)      | 
|CURRENT ASSETS                            |  |  |  |  |               |  |  |  |  |  |                | 
|                                          |  |  |  |  |               |  |  |  |  |  |                | 
|Cash and cash
      equivalents           |  |  |  |  | 17,261        |  |  |  |  |  | 9,349          | 
|Prepaid
      expenses and other (Note 4) |  |  |  |  | 18,290        |  |  |  |  |  | 64,852         | 
|                                          |  |  |  |  |               |  |  |  |  |  |                | 
|                                          |  |  |  |  |               |  |  |  |  |  | -              | 
|                                          |  |  |  |  | 35,551        |  |  |  |  |  | 74,201         | 
|                                          |  |  |  |  |               |  |  |  |  |  |                | 
|                                          |  |  |  |  |               |  |  |  |  |  |                | 
|PROPERTY,
      PLANT AND EQUIPMENT       |  |  |  |  | 34,717        |  |  |  |  |  | 33,898         | 
|                                          |  |  |  |  | 70,268        |  |  |  |  |  | 108,099        | 

See condensed notes to the interim
consolidated financial statements.

APPROVED ON BEHALF OF THE
BOARD

/s/ J. L. Guerra,
Jr.J. L. Guerra, Jr., Director and Chairman

F-2

---

YUKON GOLD CORPORATION, INC.(An
Exploration Stage Mining Company)Consolidated Balance
SheetsAs at July
31, 2009 and April 30, 2009(Amounts expressed in US Dollars) (Unaudited-Prepared by
Management)

|                                                        |  |  |  |  | July 31,    |   |  |  |  |  | April
      30, |  
|------------------------------------------------------- |  |  |  |  | ----------- | - |  |  |  |  | --------------- | -
|                                                        |  |  |  |  | 2009        |   |  |  |  |  | 2009            |  
|                                                        |  |  |  |  | $           |   |  |  |  |  | $               |  
|LIABILITIES                                             |  |  |  |  | (unaudited) |   |  |  |  |  | (audited)       |  
|                                                        |  |  |  |  |             |   |  |  |  |  |                 |  
|CURRENT
      LIABILITIES                               |  |  |  |  |             |   |  |  |  |  |                 |  
|                                                        |  |  |  |  |             |   |  |  |  |  |                 |  
|Accounts
      payable and accrued liabilities          |  |  |  |  | 212,644     |   |  |  |  |  | 234,134         |  
|Obligation under Capital
      Leases                   |  |  |  |  | 2880        |   |  |  |  |  | 2,617           |  
|Total
      Current Liabilities                         |  |  |  |  | 215,524     |   |  |  |  |  | 236,751         |  
|                                                        |  |  |  |  |             |   |  |  |  |  |                 |  
|Long -Term
      Portion of:                            |  |  |  |  |             |   |  |  |  |  |                 |  
|Obligations under Capital
      Lease                   |  |  |  |  | 2,753       |   |  |  |  |  | 2,471           |  
|                                                        |  |  |  |  |             |   |  |  |  |  |                 |  
|TOTAL LIABILITIES                                       |  |  |  |  | 218,277     |   |  |  |  |  | 239,222         |  
|GOING
      CONCERN (Note 2)                            |  |  |  |  |             |   |  |  |  |  |                 |  
|COMMITMENTS AND
      CONTINGENCIES (Note 8)            |  |  |  |  |             |   |  |  |  |  |                 |  
|RELATED
      PARTY TRANSACTIONS (Note 9)               |  |  |  |  |             |   |  |  |  |  |                 |  
|SHAREHOLDERS
      DEFICIENCY                          |  |  |  |  |             |   |  |  |  |  |                 |  
|                                                        |  |  |  |  |             |   |  |  |  |  |                 |  
|CAPITAL STOCK (Note
      6)                            |  |  |  |  | 4,049       |   |  |  |  |  | 4,049           |  
|                                                        |  |  |  |  |             |   |  |  |  |  |                 |  
|ADDITIONAL PAID-IN
      CAPITAL                        |  |  |  |  | 14,868,413  |   |  |  |  |  | 14,866,470      |  
|                                                        |  |  |  |  |             |   |  |  |  |  |                 |  
|ACCUMULATED OTHER
      COMPREHENSIVE LOSS              |  |  |  |  | (102,094    | ) |  |  |  |  | (95,220         | )
|                                                        |  |  |  |  |             |   |  |  |  |  |                 |  
|DEFICIT, ACCUMULATED DURING
      THE EXPLORATION STAGE |  |  |  |  | (14,918,377 | ) |  |  |  |  | (14,906,422     | )
|                                                        |  |  |  |  | (148,009    | ) |  |  |  |  | (131,123        | )
|                                                        |  |  |  |  | 70,268      |   |  |  |  |  | 108,099         |  

See condensed notes to the interim
consolidated financial statements.

F-3

---

YUKON GOLD CORPORATION, INC.(An
Exploration Stage Mining Company)Consolidated Statements of
OperationsFor
the three months ended July 31, 2009 and July 31, 2008 and the period from
Inception to July 31, 2009(Amounts expressed in US Dollars) (Unaudited-Prepared by
Management)

|                                                       |  |  |  |  |             |   |  |  |  |  | For the three |    |  |  |  |  | For the three |   
|------------------------------------------------------ |  |  |  |  | ----------- | - |  |  |  |  | ------------- | -- |  |  |  |  | ------------- | --
|                                                       |  |  |  |  |             |   |  |  |  |  | month         |    |  |  |  |  | month         |   
|                                                       |  |  |  |  |             |   |  |  |  |  | period        |    |  |  |  |  | period        |   
|                                                       |  |  |  |  | Cumulative  |   |  |  |  |  | ended         |    |  |  |  |  | ended         |   
|                                                       |  |  |  |  | since       |   |  |  |  |  | July 31,      |    |  |  |  |  | July 31,      |   
|                                                       |  |  |  |  | inception   |   |  |  |  |  | 2009          |    |  |  |  |  | 2008          |   
|                                                       |  |  |  |  | $           |   |  |  |  |  | $             |    |  |  |  |  | $             |   
|                                                       |  |  |  |  |             |   |  |  |  |  |               |    |  |  |  |  |               |   
|OPERATING EXPENSES                                     |  |  |  |  |             |   |  |  |  |  |               |    |  |  |  |  |               |   
|General and administration                             |  |  |  |  | 6,909,509   |   |  |  |  |  | 114,131       |    |  |  |  |  | 366,810       |   
|Project expenses                                       |  |  |  |  | 9,063,831   |   |  |  |  |  | 5,454         |    |  |  |  |  | 1,171,909     |   
|Exploration Tax Credit                                 |  |  |  |  | (605,716    | ) |  |  |  |  | -             |    |  |  |  |  | -             |   
|Amortization                                           |  |  |  |  | 164,325     |   |  |  |  |  | 2,676         |    |  |  |  |  | 10,481        |   
|Loss on sale/disposal of property, plant and equipment |  |  |  |  | 5,904       |   |  |  |  |  | -             |    |  |  |  |  |               |   
|Gain on sale of mining property (note 7)               |  |  |  |  | (110,306    | ) |  |  |  |  | (110,306      | )  |  |  |  |  |               |   
|                                                       |  |  |  |  |             |   |  |  |  |  |               |    |  |  |  |  |               |   
|TOTAL OPERATING EXPENSES                               |  |  |  |  | 15,427,547  |   |  |  |  |  | 11,955        |    |  |  |  |  | 1,549,200     |   
|                                                       |  |  |  |  |             |   |  |  |  |  |               |    |  |  |  |  |               |   
|LOSS BEFORE INCOME TAXES                               |  |  |  |  | (15,427,547 | ) |  |  |  |  | (11,955       | )  |  |  |  |  | (1,549,200    | ) 
|                                                       |  |  |  |  |             |   |  |  |  |  |               |    |  |  |  |  |               |   
|Income taxes recovery                                  |  |  |  |  | 509,170     |   |  |  |  |  | -             |    |  |  |  |  | -             |   
|                                                       |  |  |  |  |             |   |  |  |  |  |               |    |  |  |  |  |               |   
|NET LOSS                                               |  |  |  |  | (14,918,377 | ) |  |  |  |  | (11,955       | )  |  |  |  |  | (1,549,200    | ) 
|                                                       |  |  |  |  |             |   |  |  |  |  |               |    |  |  |  |  |               |   
|Loss per share - basic and diluted                     |  |  |  |  |             |   |  |  |  |  | (0.00         | )) |  |  |  |  | (0.05         | ))
|                                                       |  |  |  |  |             |   |  |  |  |  |               |    |  |  |  |  |               |   
|Weighted average common shares outstanding             |  |  |  |  |             |   |  |  |  |  | 40,489,535    |    |  |  |  |  | 29,534,035    |   

See condensed notes to the interim
consolidated financial statements

F-4

---

YUKON GOLD CORPORATION, INC.(An
Exploration Stage Mining Company)Consolidated Statements of Cash
FlowsFor the
three month period ended July 31, 2009 and July 31, 2008 and the period from
Inception to July 31, 2009(Amounts expressed in US Dollars) (Unaudited-Prepared by
Management)

|                                                                                     |  |  |  |  |             |   |  |  |  |  | For the three
      month |   |  |  |  |  | For the three |   
|------------------------------------------------------------------------------------ |  |  |  |  | ----------- | - |  |  |  |  | ------------------------- | - |  |  |  |  | ------------- | --
|                                                                                     |  |  |  |  | Cumulative  |   |  |  |  |  | period                    |   |  |  |  |  | month period  |   
|                                                                                     |  |  |  |  | Since       |   |  |  |  |  | ended                     |   |  |  |  |  | ended         |   
|                                                                                     |  |  |  |  | Inception   |   |  |  |  |  | July 31, 2009             |   |  |  |  |  | July 31, 2008 |   
|                                                                                     |  |  |  |  | $           |   |  |  |  |  | $                         |   |  |  |  |  | $             |   
|CASH FLOWS FROM OPERATING ACTIVITIES                                                 |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|Net loss for
      the period                                                        |  |  |  |  | (14,918,377 | ) |  |  |  |  | (11,955                   | ) |  |  |  |  | (1,549,200    | ) 
|Items not requiring an outlay of cash:                                               |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|Amortization
      and impairment                                                    |  |  |  |  | 164,325     |   |  |  |  |  | 2,676                     |   |  |  |  |  | 10,481        |   
|Loss on sale/disposal of capital assets                                              |  |  |  |  | 5,904       |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Registration
      rights penalty expense                                            |  |  |  |  | 188,125     |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Shares issued for property payment                                                   |  |  |  |  | 772,826     |   |  |  |  |  | -                         |   |  |  |  |  | 58,887        |   
|Common shares issued
      for settlement of severance liability to
      ex-officer |  |  |  |  | 113,130     |   |  |  |  |  |                           |   |  |  |  |  | -             |   
|Stock-based compensation                                                             |  |  |  |  | 1,294,648   |   |  |  |  |  | 1,943                     |   |  |  |  |  | 15,611        |   
|Compensation
      expense on issue of warrants                                      |  |  |  |  | 140,892     |   |  |  |  |  | -                         |   |  |  |  |  | 17,813        |   
|Issue of shares for professional services                                            |  |  |  |  | 860,023     |   |  |  |  |  | -                         |   |  |  |  |  | 7,500         |   
|Gain on sale
      of mining property                                                |  |  |  |  | (110,306    | ) |  |  |  |  | (110,306                  | ) |  |  |  |  | -             |   
|Issue of units against settlement of debts                                           |  |  |  |  | 20,077      |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Decrease
      (Increase) in prepaid expenses and other                              |  |  |  |  | (17,133     | ) |  |  |  |  | 53,515                    |   |  |  |  |  | (5,331        | ) 
|Increase (Decrease) in accounts payable and accrued
      liabilities                |  |  |  |  | 212,154     |   |  |  |  |  | (38,714                   | ) |  |  |  |  | 237,142       |   
|(Increase)
      Decrease in restricted cash                                         |  |  |  |  | -           |   |  |  |  |  | -                         |   |  |  |  |  | 211,528       |   
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|NET CASH USED
      IN OPERATING ACTIVITIES                                          |  |  |  |  | (11,273,712 | ) |  |  |  |  | (102,841                  | ) |  |  |  |  | (995,569      | ) 
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|CASH FLOWS
      FROM INVESTING ACTIVITIES                                           |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|Purchase of property, plant and equipment                                            |  |  |  |  | (222,309    | ) |  |  |  |  | -                         |   |  |  |  |  | (38,978       | ) 
|Sale of
      available for sale securities                                          |  |  |  |  | -           |   |  |  |  |  |                           |   |  |  |  |  | 31,500        |   
|(Investment) sale in available for sale securities                                   |  |  |  |  | -           |   |  |  |  |  | -                         |   |  |  |  |  | (42,969       | ) 
|Proceeds from
      sale of mining property                                          |  |  |  |  | 110,306     |   |  |  |  |  | 110,306                   |   |  |  |  |  |               |   
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|NET CASH PROVIDED BY
      (USED IN) INVESTING ACTIVITIES                            |  |  |  |  | (112,003    | ) |  |  |  |  | 110,306                   |   |  |  |  |  | (50,447       | ) 
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|CASH FLOWS
      FROM FINANCING ACTIVITIES                                           |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|Repayments from a shareholder                                                        |  |  |  |  | 1180        |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Proceeds
      (Repayments) from Demand promissory notes                             |  |  |  |  | 200,000     |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Proceeds from Convertible promissory notes converted                                 |  |  |  |  | 200,500     |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Proceeds from
      the exercise of stock options                                    |  |  |  |  | 61,000      |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Proceeds from exercise of warrants  net                                             |  |  |  |  | 450,309     |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Proceeds from
      subscription of warrants  net                                   |  |  |  |  | 525,680     |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|Proceeds from issuance of units/shares  net                                         |  |  |  |  | 10,038,190  |   |  |  |  |  | -                         |   |  |  |  |  | 578,109       |   
|Proceeds
      (Repayments) from capital lease obligation                            |  |  |  |  | 5,088       |   |  |  |  |  | -                         |   |  |  |  |  | (1,761        | ))
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|NET CASH
      PROVIDED BY FINANCING ACTIVITIES                                      |  |  |  |  | 11,481,947  |   |  |  |  |  | -                         |   |  |  |  |  | 576,348       |   
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|EFFECT OF FOREIGN
      CURRENCY EXCHANGE RATE CHANGES                               |  |  |  |  | (78,971     | ) |  |  |  |  | 447                       |   |  |  |  |  | (31,569       | ) 
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|NET INCREASE
      (DECREASE) IN CASH AND CASH EQUIVALENTS FOR
      THE QUARTER     |  |  |  |  | 17,261      |   |  |  |  |  | 7,912                     |   |  |  |  |  | (501,237      | ) 
|Cash and cash equivalents, beginning of quarter                                      |  |  |  |  | -           |   |  |  |  |  | 9,349                     |   |  |  |  |  | 1,255,620     |   
|                                                                                     |  |  |  |  |             |   |  |  |  |  |                           |   |  |  |  |  |               |   
|CASH AND CASH EQUIVALENTS, END OF QUARTER                                            |  |  |  |  | 17,261      |   |  |  |  |  | 17,261                    |   |  |  |  |  | 754,383       |   
|INCOME TAXES
      PAID                                                              |  |  |  |  |             |   |  |  |  |  | -                         |   |  |  |  |  | -             |   
|INTEREST PAID                                                                        |  |  |  |  |             |   |  |  |  |  | -                         |   |  |  |  |  | -             |   

See condensed notes to the interim
consolidated financial statements

F-5

---

YUKONGOLDCORPORATION,INC.(AnExplorationStageMiningCompany)ConsolidatedStatementsofChangesinStockholdersEquity(Deficiency)FromInceptionto July 31,
2009(Amountsexpressedin USDollars)(Unaudited-PreparedbyManagement)

|                                                                                   |  |  |  |  |           |   |  |  |  |  |          |   |  |  |  |  |            |  |  |  |  |  |                    |  |  |  |  |  | Deficit,    |   |  |  |  |  |               |   |  |  |  |  |               |  
|---------------------------------------------------------------------------------- |  |  |  |  | --------- | - |  |  |  |  | -------- | - |  |  |  |  | ---------- |  |  |  |  |  | ------------------ |  |  |  |  |  | ----------- | - |  |  |  |  | ------------- | - |  |  |  |  | ------------- | -
|                                                                                   |  |  |  |  |           |   |  |  |  |  |          |   |  |  |  |  |            |  |  |  |  |  |                    |  |  |  |  |  | Accumulated |   |  |  |  |  |               |   |  |  |  |  | Accumulated   |  
|                                                                                   |  |  |  |  | Number of |   |  |  |  |  | Common   |   |  |  |  |  | Additional |  |  |  |  |  |                    |  |  |  |  |  | during the  |   |  |  |  |  |               |   |  |  |  |  | Other         |  
|                                                                                   |  |  |  |  | Common    |   |  |  |  |  | Shares   |   |  |  |  |  | Paid-in    |  |  |  |  |  | Subscription       |  |  |  |  |  | Exploration |   |  |  |  |  | Comprehensive |   |  |  |  |  | Comprehensive |  
|                                                                                   |  |  |  |  | Shares    |   |  |  |  |  | Amount   |   |  |  |  |  | Capital    |  |  |  |  |  | for
      Warrants |  |  |  |  |  | Stage       |   |  |  |  |  | Income (loss) |   |  |  |  |  | Income (loss) |  
|                                                                                   |  |  |  |  | #         |   |  |  |  |  | $        |   |  |  |  |  | $          |  |  |  |  |  | $                  |  |  |  |  |  | $           |   |  |  |  |  | $             |   |  |  |  |  | $             |  
|Issuance of Common shares                                                          |  |  |  |  | 2,833,377 |   |  |  |  |  | 154,063  |   |  |  |  |  | -          |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  | -             |  
|Issuance of warrants                                                               |  |  |  |  | -         |   |  |  |  |  | -        |   |  |  |  |  | 1,142      |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  | -             |  
|Foreign currency translation                                                       |  |  |  |  | -         |   |  |  |  |  | -        |   |  |  |  |  | -          |  |  |  |  |  | -                  |  |  |  |  |  |             |   |  |  |  |  | 604           |   |  |  |  |  | 604           |  
|Net loss for the year                                                              |  |  |  |  | -         |   |  |  |  |  | -        |   |  |  |  |  | -          |  |  |  |  |  |                    |  |  |  |  |  | (124,783    | ) |  |  |  |  | (124,783      | ) |  |  |  |  | -             |  
|                                                                                   |  |  |  |  |           |   |  |  |  |  |          |   |  |  |  |  |            |  |  |  |  |  |                    |  |  |  |  |  |             |   |  |  |  |  |               |   |  |  |  |  |               |  
|Balance as of April 30, 2003                                                       |  |  |  |  | 2,833,377 |   |  |  |  |  | 154,063  |   |  |  |  |  | 1,142      |  |  |  |  |  | -                  |  |  |  |  |  | (124,783    | ) |  |  |  |  | (124,179      | ) |  |  |  |  | 604           |  
|                                                                                   |  |  |  |  |           |   |  |  |  |  |          |   |  |  |  |  |            |  |  |  |  |  |                    |  |  |  |  |  |             |   |  |  |  |  |               |   |  |  |  |  |               |  
|Issuance of Common shares                                                          |  |  |  |  | 1,435,410 |   |  |  |  |  | 256,657  |   |  |  |  |  | -          |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  |               |  
|Issuance of warrants                                                               |  |  |  |  | -         |   |  |  |  |  | -        |   |  |  |  |  | 2,855      |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  |               |  
|Shares repurchased                                                                 |  |  |  |  | (240,855  | ) |  |  |  |  | (5,778   | ) |  |  |  |  | -          |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  |               |  
|Recapitalization pursuant to reverse acquisition                                   |  |  |  |  | 2,737,576 |   |  |  |  |  | (404,265 | ) |  |  |  |  | 404,265    |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  |               |  
|Issuance of Common shares                                                          |  |  |  |  | 1,750,000 |   |  |  |  |  | 175      |   |  |  |  |  | 174,825    |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  |               |  
|Issuance of Common shares for Property Payment                                     |  |  |  |  | 300,000   |   |  |  |  |  | 30       |   |  |  |  |  | 114,212    |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  |               |  
|Foreign currency translation                                                       |  |  |  |  | -         |   |  |  |  |  | -        |   |  |  |  |  | -          |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | (12,796       | ) |  |  |  |  | (12,796       | )
|Net loss for the year                                                              |  |  |  |  | -         |   |  |  |  |  | -        |   |  |  |  |  | -          |  |  |  |  |  | -                  |  |  |  |  |  | (442,906    | ) |  |  |  |  | (442,906      | ) |  |  |  |  | -             |  
|                                                                                   |  |  |  |  |           |   |  |  |  |  |          |   |  |  |  |  |            |  |  |  |  |  |                    |  |  |  |  |  |             |   |  |  |  |  |               |   |  |  |  |  |               |  
|Balance as of April 30, 2004                                                       |  |  |  |  | 8,815,508 |   |  |  |  |  | 882      |   |  |  |  |  | 697,299    |  |  |  |  |  | -                  |  |  |  |  |  | (567,689    | ) |  |  |  |  | (455,702      | ) |  |  |  |  | (12,192       | )
|                                                                                   |  |  |  |  |           |   |  |  |  |  |          |   |  |  |  |  |            |  |  |  |  |  |                    |  |  |  |  |  |             |   |  |  |  |  |               |   |  |  |  |  |               |  
|Issuance of Common shares for Property Payment                                     |  |  |  |  | 133,333   |   |  |  |  |  | 13       |   |  |  |  |  | 99,987     |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  | -             |  
|Issuance
      of common shares on Conversion of Convertible Promissory
      note |  |  |  |  | 76,204    |   |  |  |  |  | 8        |   |  |  |  |  | 57,144     |  |  |  |  |  | -                  |  |  |  |  |  | -           |   |  |  |  |  | -             |   |  |  |  |  | -             |  

F-6

---

YUKON GOLD CORPORATION, INC. (An Exploration Stage Mining Company)Consolidated Statements of Changes in Stockholders Equity (Deficiency)From Inception to July 31, 2009
(Amounts expressed in US Dollars)
(Unaudited -Prepared by Management)

|                                                                                  |  |  |  |  |           |  |  |  |  |  |     |  |  |  |  |  |         |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|--------------------------------------------------------------------------------- |  |  |  |  | --------- |  |  |  |  |  | --- |  |  |  |  |  | ------- |  |  |  |  |  | - |  |  | ---------- | - |  |  |  |  | -------- | - |  |  |  |  | ------ | -
|Foreign currency translation                                                      |  |  |  |  | -         |  |  |  |  |  | -   |  |  |  |  |  | -       |  |  |  |  |  | - |  |  |            |   |  |  |  |  | 9,717    |   |  |  |  |  | 9,717  |  
|Net loss for
      the year                                                       |  |  |  |  | -         |  |  |  |  |  | -   |  |  |  |  |  | -       |  |  |  |  |  | - |  |  | (808,146   | ) |  |  |  |  | (808,146 | ) |  |  |  |  | -      |  
|                                                                                  |  |  |  |  |           |  |  |  |  |  |     |  |  |  |  |  |         |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Balance as of
      April 30, 2005                                                |  |  |  |  | 9,025,045 |  |  |  |  |  | 903 |  |  |  |  |  | 854,430 |  |  |  |  |  | - |  |  | (1,375,835 | ) |  |  |  |  | (798,429 | ) |  |  |  |  | (2,475 | )
|                                                                                  |  |  |  |  |           |  |  |  |  |  |     |  |  |  |  |  |         |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Stock based
      compensation - Directors and officers                           |  |  |  |  |           |  |  |  |  |  |     |  |  |  |  |  | 216,416 |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Stock based compensation - Consultants                                            |  |  |  |  |           |  |  |  |  |  |     |  |  |  |  |  | 8,830   |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issue of common shares
      and Warrants on retirement of Demand Promissory note |  |  |  |  | 369,215   |  |  |  |  |  | 37  |  |  |  |  |  | 203,031 |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Units
      issued to an outside company for professional services settlement     |  |  |  |  | 24,336    |  |  |  |  |  | 2   |  |  |  |  |  | 13,384  |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Units issued to
      an officer for professional services settlement             |  |  |  |  | 12,168    |  |  |  |  |  | 1   |  |  |  |  |  | 6,690   |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issuance of common shares for professional services                               |  |  |  |  | 150,000   |  |  |  |  |  | 15  |  |  |  |  |  | 130,485 |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Units issued to
      shareholder                                                 |  |  |  |  | 490,909   |  |  |  |  |  | 49  |  |  |  |  |  | 269,951 |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Units issued to a director                                                        |  |  |  |  | 149,867   |  |  |  |  |  | 15  |  |  |  |  |  | 82,412  |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Units issued to
      outside subscribers                                         |  |  |  |  | 200,000   |  |  |  |  |  | 20  |  |  |  |  |  | 109,980 |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issuance of common shares on Conversion of Convertible Promissory notes           |  |  |  |  | 59,547    |  |  |  |  |  | 6   |  |  |  |  |  | 44,654  |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issuance of
      common shares on Exercise of warrants                           |  |  |  |  | 14,000    |  |  |  |  |  | 2   |  |  |  |  |  | 11,998  |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issuance of common shares on Conversion of Convertible Promissory notes           |  |  |  |  | 76,525    |  |  |  |  |  | 8   |  |  |  |  |  | 57,386  |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Private
      placement of shares                                                 |  |  |  |  | 150,000   |  |  |  |  |  | 15  |  |  |  |  |  | 151,485 |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issuance of Common shares for property payment                                    |  |  |  |  | 133,333   |  |  |  |  |  | 13  |  |  |  |  |  | 99,987  |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issuance of common
      shares on Conversion of Convertible Promissory notes     |  |  |  |  | 34,306    |  |  |  |  |  | 4   |  |  |  |  |  | 25,905  |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issuance of common shares on Exercise of warrants                                 |  |  |  |  | 10,000    |  |  |  |  |  | 1   |  |  |  |  |  | 8,771   |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  
|Issuance of
      common shares on Conversion of Convertible                      |  |  |  |  | 101,150   |  |  |  |  |  | 10  |  |  |  |  |  | 76,523  |  |  |  |  |  |   |  |  |            |   |  |  |  |  |          |   |  |  |  |  |        |  

F-7

---

YUKON GOLD CORPORATION, INC. (An Exploration Stage Mining Company)Consolidated Statements of Changes in Stockholders Equity (Deficiency)From Inception to April 30, 2009
(Amounts expressed in US Dollars)
(Unaudited -Prepared by Management)

|Promissory
      notes                                                         |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |           |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|------------------------------------------------------------------------------ |  |  |  |  | ---------- |  |  |  |  |  | ----- |  |  |  |  |  | --------- |  |  |  |  |  | ------- |  |  |  |  |  | ---------- | - |  |  |  |  |  |  |  |  |  |  | ---------- | - |  |  |  |  |  |  |  |  |  |  | ------ | - |  |  |  |  |  | 
|Issue of 400,000 Special Warrants net                                          |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |           |  |  |  |  |  | 371,680 |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Issue of
      200,000 flow through warrants                                   |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |           |  |  |  |  |  | 154,000 |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Brokered private placement of shares- net                                      |  |  |  |  | 5,331,327  |  |  |  |  |  | 533   |  |  |  |  |  | 2,910,375 |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Brokered
      Private placement of flow through Shares- net                   |  |  |  |  | 25,000     |  |  |  |  |  | 2     |  |  |  |  |  | 13,310    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of stock options                                                      |  |  |  |  | 10,000     |  |  |  |  |  | 1     |  |  |  |  |  | 5,499     |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Foreign
      currency translation                                             |  |  |  |  | -          |  |  |  |  |  | -     |  |  |  |  |  | -         |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  | (2,687     | ) |  |  |  |  |  |  |  |  |  |  | (2,687 | ) |  |  |  |  |  | 
|Net loss for the year                                                          |  |  |  |  | -          |  |  |  |  |  | -     |  |  |  |  |  | -         |  |  |  |  |  |         |  |  |  |  |  | (1,855,957 | ) |  |  |  |  |  |  |  |  |  |  | (1,855,957 | ) |  |  |  |  |  |  |  |  |  |  | -      |   |  |  |  |  |  | 
|Balance at
      April 30, 2006                                                |  |  |  |  | 16,366,728 |  |  |  |  |  | 1,637 |  |  |  |  |  | 5,301,502 |  |  |  |  |  | 525,680 |  |  |  |  |  | (3,231,792 | ) |  |  |  |  |  |  |  |  |  |  | (1,858,644 | ) |  |  |  |  |  |  |  |  |  |  | (5,162 | ) |  |  |  |  |  | 
|                                                                               |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |           |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of
      warrants                                                     |  |  |  |  | 10,000     |  |  |  |  |  | 1     |  |  |  |  |  | 8,986     |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of warrants                                                           |  |  |  |  | 45,045     |  |  |  |  |  | 5     |  |  |  |  |  | 40,445    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of
      warrants                                                     |  |  |  |  | 16,000     |  |  |  |  |  | 2     |  |  |  |  |  | 14,278    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Common
      shares issued for settlement of severance liability to ex-officer |  |  |  |  | 141,599    |  |  |  |  |  | 14    |  |  |  |  |  | 113,116   |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of
      warrants                                                     |  |  |  |  | 43,667     |  |  |  |  |  | 4     |  |  |  |  |  | 39,364    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of warrants                                                           |  |  |  |  | 17,971     |  |  |  |  |  | 2     |  |  |  |  |  | 15,937    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of
      warrants                                                     |  |  |  |  | 43,667     |  |  |  |  |  | 4     |  |  |  |  |  | 38,891    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of warrants                                                           |  |  |  |  | 16,000     |  |  |  |  |  | 2     |  |  |  |  |  | 14,251    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of
      warrants                                                     |  |  |  |  | 158,090    |  |  |  |  |  | 16    |  |  |  |  |  | 141,616   |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Issue of common shares for property payment                                    |  |  |  |  | 43,166     |  |  |  |  |  | 4     |  |  |  |  |  | 53,841    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of
      warrants                                                     |  |  |  |  | 64,120     |  |  |  |  |  | 6     |  |  |  |  |  | 57,863    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of warrants                                                           |  |  |  |  | 61,171     |  |  |  |  |  | 6     |  |  |  |  |  | 53,818    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of
      stock options                                                |  |  |  |  | 24,000     |  |  |  |  |  | 2     |  |  |  |  |  | 17,998    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Issuance of common shares for professional services                            |  |  |  |  | 342,780    |  |  |  |  |  | 34    |  |  |  |  |  | 438,725   |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Brokered
      private placement of units-net                                  |  |  |  |  | 400,000    |  |  |  |  |  | 40    |  |  |  |  |  | 363,960   |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Brokered private placement of units- net                                       |  |  |  |  | 550,000    |  |  |  |  |  | 55    |  |  |  |  |  | 498,923   |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Stock based
      compensation-Directors and Officers                          |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  | 451,273   |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 
|Exercise of stock options                                                      |  |  |  |  | 50,000     |  |  |  |  |  | 5     |  |  |  |  |  | 37,495    |  |  |  |  |  |         |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |            |   |  |  |  |  |  |  |  |  |  |  |        |   |  |  |  |  |  | 

F-8

---

YUKON GOLD CORPORATION, INC. (An Exploration Stage Mining Company)Consolidated Statements of Changes in Stockholders Equity (Deficiency)From Inception to April 30, 2009
(Amounts expressed in US Dollars)
(Unaudited -Prepared by Management)

|Issuance of common shares for property payment                               |  |  |  |  | 133,334    |  |  |  |  |  | 13    |  |  |  |  |  | 99,987     |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|---------------------------------------------------------------------------- |  |  |  |  | ---------- |  |  |  |  |  | ----- |  |  |  |  |  | ---------- | - |  |  |  |  | ---------- | - |  |  |  |  | ----------- | - |  |  |  |  | ---------- | - |  |  |  |  | -------- | -
|Issuance of
      common shares for professional services                    |  |  |  |  | 160,000    |  |  |  |  |  | 16    |  |  |  |  |  | 131,184    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Issuance of common shares for professional services                          |  |  |  |  | 118,800    |  |  |  |  |  | 12    |  |  |  |  |  | 152,052    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Issue of shares
      for flow-through warrants                              |  |  |  |  | 200,000    |  |  |  |  |  | 20    |  |  |  |  |  | 153,980    |   |  |  |  |  | (154,000   | ) |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Issue of shares for special warrants                                         |  |  |  |  | 404,000    |  |  |  |  |  | 41    |  |  |  |  |  | 375,679    |   |  |  |  |  | (371,680   | ) |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Issue of
      2,823,049 flow- through warrants -net                         |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  | 1,916,374  |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Issue of 334,218 unit special warrants-net                                   |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  | 230,410    |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Issue of 3,105,358
      common shares for 2,823,049 flow through warrants   |  |  |  |  | 3,105,358  |  |  |  |  |  | 310   |  |  |  |  |  | 1,916,064  |   |  |  |  |  | (1,916,374 | ) |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Issue
      of 367,641 common shares for 334,218 unit special warrants       |  |  |  |  | 367,641    |  |  |  |  |  | 37    |  |  |  |  |  | 230,373    |   |  |  |  |  | (230,410   | ) |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Registration
      rights penalty expense                                    |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  | 188,125    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Foreign currency translation                                                 |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  | (58,446    | ) |  |  |  |  | (58,446  | )
|Net loss for
      the year                                                  |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  | (3,703,590  | ) |  |  |  |  | (3,703,590 | ) |  |  |  |  |          |  
|Balance April 30, 2007                                                       |  |  |  |  | 22,883,137 |  |  |  |  |  | 2,288 |  |  |  |  |  | 10,949,726 |   |  |  |  |  | 0          |   |  |  |  |  | (6,935,382  | ) |  |  |  |  | (3,762,036 | ) |  |  |  |  | (63,608  | )
|Shares for
      property payment                                            |  |  |  |  | 136,364    |  |  |  |  |  | 13    |  |  |  |  |  | 57,239     |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Stock based compensation                                                     |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  | 584,328    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Unrealized gain on
      available-for-sale securities net of deferred taxes |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  | 9,000      |   |  |  |  |  | 9,000    |  
|543,615 flow through units                                                   |  |  |  |  | 543,615    |  |  |  |  |  | 54    |  |  |  |  |  | 227,450    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|1,916,666
      units-net                                                    |  |  |  |  | 1,916,666  |  |  |  |  |  | 192   |  |  |  |  |  | 698,110    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|1,071,770 flow through units                                                 |  |  |  |  | 1,071,770  |  |  |  |  |  | 108   |  |  |  |  |  | 449,379    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|2,438,888
      units-net                                                    |  |  |  |  | 2,438,888  |  |  |  |  |  | 244   |  |  |  |  |  | 1,036,622  |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Expenses relating to issue of units                                          |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  | (141,080   | ) |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Compensation
      expense on issue of warrants                              |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  | 123,079    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Foreign currency translation                                                 |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  | 251,082    |   |  |  |  |  | 251,082  |  
|Net loss for
      the year                                                  |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  | (4,953,775  | ) |  |  |  |  | (4,953,775 | ) |  |  |  |  |          |  
|Balance as of April 30, 2008                                                 |  |  |  |  | 28,990,440 |  |  |  |  |  | 2,899 |  |  |  |  |  | 13,984,853 |   |  |  |  |  |            |   |  |  |  |  | (11,889,157 | ) |  |  |  |  | (4,693,693 | ) |  |  |  |  | 196,474  |  
|Shares for
      property payment                                            |  |  |  |  | 476,189    |  |  |  |  |  | 48    |  |  |  |  |  | 58,839     |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Shares for property payment                                                  |  |  |  |  | 6,838,906  |  |  |  |  |  | 684   |  |  |  |  |  | 187,916    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Stock based
      compensation                                               |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  | 31,858     |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Compensation expense on issue of warrants                                    |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  | 17,813     |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|4,134,000 flow
      through shares                                          |  |  |  |  | 4,134,000  |  |  |  |  |  | 413   |  |  |  |  |  | 577,696    |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Issuance of shares for professional services                                 |  |  |  |  | 50,000     |  |  |  |  |  | 5     |  |  |  |  |  | 7,495      |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Realized gain
      on available-for-sale securities                         |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  | (9,000     | ) |  |  |  |  | ( 9,000  | )
|Foreign currency translation                                                 |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  | (282,694   | ) |  |  |  |  | (282,694 | )
|Net loss for
      the period                                                |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  | (3,017,265  | ) |  |  |  |  | (3,017,265 | ) |  |  |  |  | -        |  
|Balance as of April 30, 2009                                                 |  |  |  |  | 40,489,535 |  |  |  |  |  | 4,049 |  |  |  |  |  | 14,866,470 |   |  |  |  |  |            |   |  |  |  |  | (14,906,422 | ) |  |  |  |  | (3,308,959 | ) |  |  |  |  | (95,220  | )
|Stock based
      compensation                                               |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  | 1,943      |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  |            |   |  |  |  |  |          |  
|Foreign currency translation                                                 |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  |             |   |  |  |  |  | (6,874     | ) |  |  |  |  | 6,874    | )
|Net loss for
      the period                                                |  |  |  |  |            |  |  |  |  |  |       |  |  |  |  |  |            |   |  |  |  |  |            |   |  |  |  |  | (11,955     | ) |  |  |  |  | (11,955    | ) |  |  |  |  |          |  
|Balance as of July 31, 2009                                                  |  |  |  |  | 40,489,535 |  |  |  |  |  | 4,049 |  |  |  |  |  | 14,868,413 |   |  |  |  |  |            |   |  |  |  |  | (14,918,377 | ) |  |  |  |  | (18,829    | ) |  |  |  |  | (102,094 | )

See condensed notes to the interim consolidated financial statements

F-9

---

YUKON GOLD CORPORATION, INC.(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

1.BASIS OF PRESENTATION

The accompanying unaudited interim
consolidated financial statements do not include all the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of all recurring accruals) considered necessary for fair presentation have been
included. Operating results for the interim period are not necessarily
indicative of the results that may be expected for the year ended April 30,
2009. Interim financial statements should be read in conjunction with the
Companys annual audited financial statements.

The interim consolidated financial
statements include the accounts of Yukon Gold Corporation, Inc. (the Company)
and its wholly owned subsidiary Yukon Gold Corp. (YGC). All material
inter-company accounts and transactions have been eliminated.

2.GOING CONCERN

The Company's financial statements are
presented on a going concern basis, which contemplates the realization of assets
and satisfaction of liabilities in the normal course of business. The Company
has no source for operating revenue and expects to incur significant expenses
before establishing operating revenue. Because of continuing operating losses,
negative working capital, stockholders deficiency and cash outflows from
operations, the Companys continuance as a going concern is dependent upon its
ability to obtain adequate financing and to reach profitable levels of
operation. In the event that the Company is unable to raise additional capital,
as to which there is no assurance, the Company will not be able to continue
doing business. The Companys future success is dependent upon its continued
ability to raise sufficient capital, not only to maintain its operating
expenses, but to explore for reserves. There is no guarantee that such capital
will be available on acceptable terms, if at all or if the Company will attain
profitable levels of operation.

The Company is actively pursuing equity
and short-term bridge loan financing, which may include financing backed by a
pledge of some or all of the Companys exploration property assets. The Company
also is simultaneously exploring opportunities to effect business combinations
or joint ventures involving additional mining assets that may provide
opportunities for greater long-term financing.

These consolidated financial statements
have been prepared in accordance with United States generally acceptable
accounting principles applicable to a going concern. Accordingly, they do not
give effect to adjustments that would be necessary should the Company be unable
to continue as a going concern and therefore be required to realize its assets
and liquidate its liabilities and commitments in other than the normal course of
business and at amounts different from those in the accompanying consolidated
financial statements.

F-10

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

3. NATURE OF OPERATIONS

The Company is an exploration stage mining
company and has not yet realized any revenue from its operations. It is
primarily engaged in acquisition, exploration and development of its mining
properties located in the Yukon Territory in Canada. The Company has not yet
determined whether these properties contain mineral reserves that are
economically recoverable. The business of mining and exploring for minerals
involves a high degree of risk and there can be no assurances that current
exploration programs will result in profitable mining operations.

4. PREPAID EXPENSES AND OTHER

Included in prepaid expenses and other is
an amount of $6,797 (CDN$7,324) being Goods & Services tax receivable from
the Federal Government of Canada. Included in prepaid expenses and other is
also a deposit of $nil (prior year: $148,928 (CDN $150,000) with a contractor
for diamond drilling at drill sites to be selected by the Company.

5.CAPITAL STOCK

a)Authorized

150,000,000 of Common shares, $0.0001 par
value.

b)Issued

40,489,535 Common shares.

F-11

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

5.CAPITAL STOCK-Contd

c)Changes to Issued Share Capital

Year ended
April 30, 2009

On July 7, 2008, the Company issued
476,189 common shares in settlement of a property payment on the Mount Hinton
property. These shares represent $58,887 (CDN$60,000), which is 40% of the
contracted payment, and were valued at $0.123 (CDN$0.126) each. The balance of
the property payment in the amount of $88,330 (CDN$90,000) was paid in
cash.

On May 16, 2008, the Company entered into
a consulting agreement with Clarke Capital Group Inc. (Clarke) pursuant to
which Clarke was retained to provide the Company with investor relations and
business communications services for an initial term of 6 months, renewable
thereafter for an additional 6-month term. Upon execution of the Clarke
Agreement the Company paid Clarke $14,648 (CDN$15,000). Pursuant to the Clarke
Agreement, the Company issued Clarke 50,000 shares of common stock on July 14,
2008 which was valued at market price for $7,500.

On July 23, 2008, the Company closed a
non-brokered private placement to $976,563 (CDN$1,000,000). The Company
completed the sale of 4,134,000 common shares on a flow-through basis at a price
of $0.15 (CDN$0.15) per share for gross proceeds of $613,778 (CDN$620,100). The
Company paid a 5% finders fee on this private placement. The private placement
was exempt from registration under the Securities Act of 1933, pursuant to an
exemption afforded by Regulation S. The flow-through shares were issued at
market without any additional price charged for sale of taxable
benefits.

The Company assumed the rights to acquire
the Marg Property under a Property Purchase Agreement (Agreement) with Atna
Resources Ltd. (Atna). The Company had agreed to make subsequent payments
under the Agreement of: $163,066 (CDN$200,000) in cash and/or common shares of
the Company (or some combination thereof to be determined) on or before December
12, 2008. On December 4, 2008 the Company and Atna entered into a letter
agreement (the Amendment Agreement) amending the purchase agreement by which
the Company acquired its Marg Property (the Marg Acquisition Agreement). Under
the terms of the Marg Acquisition Agreement the Company was required to pay to
Atna $163,066 (CDN$200,000) (in cash or shares of the Companys common stock) on
December 12, 2008. In lieu of making such payment, the Amendment Agreement
permits the Company to pay Atna $19,980 (CDN$25,000) in cash on December 12,
2008 (paid) and $188,600 (CDN$225,000) (payable in cash or shares of the
Companys common stock) on April 30, 2009. On April 30, 2009, the Company issued
to Atna 6,838,906 common shares which represent $188,600 (CDN $225,000), whereby
common shares were valued at $0.0276 (CDN $0.0329) each.

Three months ended July 31,
2009

The Company did not issue any shares
during the three month period ended July 31, 2009

F-12

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

6. STOCK BASED COMPENSATION

Per SEC Staff Accounting Bulletin 107,
Topic 14.F, Classification of Compensation Expense Associated with Share-Based
Payment Arrangements stock based compensation expense is being presented in the
same lines as cash compensation paid.

The Company adopted a new Stock Option
Plan at its shareholders meeting on January 19, 2007 (the 2006 Stock Option
Plan). The 2006 Stock Option Plan will be administered by the board of
directors of the Company or, in the board of directors discretion, by a
committee appointed by the board of directors for that purpose. The TSX approved
the 2006 Stock Option plan on March 9, 2007.

Subject to the provisions of the 2006
Stock Option Plan, the aggregate number of shares which may be issued under the
2006 Stock Option Plan shall not exceed 2,000,000 shares ("Total Shares"). On
March 18, 2008 at the Annual and Special Meeting of Shareholders, the
Shareholders of the Company approved an amendment to the 2006 Stock Option Plan
increasing the number of Shares reserved for issuance there under from 2,000,000
to 2,899,044. Any Stock Option granted under the 2006 Stock Option Plan which
has been exercised shall again be available for subsequent grant under the 2006
Stock Option Plan, effectively resulting in a re-loading of the number of shares
available for grant under the 2006 Stock Option Plan. Any shares subject to an
option granted under the 2006 Stock Option Plan which for any reason is
surrendered, cancelled or terminated or expires without having been exercised
shall again be available for subsequent grant under the 2006 Stock Option
Plan.

Under the 2006 Stock Option Plan, at no
time shall: (i) the number of shares reserved for issuance pursuant to Stock
Options granted to any one optionee exceed 10% of the Total Shares; (ii) the
number of shares, together with all security based compensation arrangements of
the Company in effect, reserved for issuance pursuant to Stock Options granted
to any "insiders" (as that term is defined under theSecurities Act(Ontario)) exceed 10%
of the total number of issued and outstanding shares. In addition, the number of
shares issued to insiders pursuant to the exercise of Stock Options, within any
one year period, together with all security based compensation arrangements of
the Company in effect, shall not exceed 10% of the total number of issued and
outstanding shares.

F-13

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

6. STOCK BASED
COMPENSATION-Contd

The purchase price (the Price) per share
under each Stock Option shall be determined by the board of directors or a
committee, as applicable. The Price shall not be lower than the closing market
price on the TSX, or another stock exchange where the majority of the trading
volume and value of the Shares occurs, on the trading day immediately preceding
the date of grant, or if not so traded, the average between the closing bid and
asked prices thereof as reported for the trading day immediately preceding the
date of the grant; provided that if the shares have not traded on the TSX or
another stock exchange for an extended period of time, the market price will
be the fair market value of the shares at the time of grant, as determined by
the board of directors or committee. The board of directors or committee may
determine that the Price may escalate at a specified rate dependent upon the
date on which an option may be exercised by the Eligible Participant.

Options shall not be granted for a term
exceeding tenyears (or such shorter or longer period as is permitted by the TSX) (the
Option Period).

Year ended April 30,
2009.

During the year ended April 30, 2009, the
following stock options were granted under the 2006 stock option
plan:

On July 28, 2008 the board of directors
granted options to a consultant to acquire 250,000 shares, to vest 50,000
immediately and the balance of 50,000 each at three-month intervals. These
options can be exercised over a period of five (5) years. The exercise price was
set at $0.15 (CDN$0.15) per share. These options were granted under the
Companys 2006 stock option plan. On December 12, 2008, the Company and the
consultant mutually agreed to terminate the agreement effective October 31, 2008
and cancelled the 250,000 options on January 31, 2009.

Three month period ended July 31,
2009

The company did not issue any stock
options during the three month period ended July 31, 2009.

For this three month period ended July 31,
2009, the Company has recognized in the financial statements, stock-based
compensation costs as per the following details. The fair value of each option
used for the purpose of estimating the stock compensation is based on the grant
date using the Black-Scholes option pricing model with the following weighted
average assumptions:

F-14

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

6. STOCK BASED
COMPENSATION-Contd

|                       | 19-    | 20-    | 28-    | 15-    | 28-    | 18-     | 14-    | 21-    | 25-    | 8-     | 28-    |       
|---------------------- | ------ | ------ | ------ | ------ | ------ | ------- | ------ | ------ | ------ | ------ | ------ | ------
|                       | Jan    | Mar    | Mar    | Aug    | Sept   | Dec     | Jan    | Feb    | Mar    | Apr    | July   |       
|                       | 2007   | 2007   | 2007   | 2007   | 2007   | 2007    | 2008   | 2008   | 2008   | 2008   | 2008   | TOTAL 
|                       |        |        |        |        |        |         |        |        |        |        |        |       
|Risk free rate         | 4.5%   | 4.5%   | 4.5%   | 5%     | 4.5%   | 5.0%    | 5.0%   | 5.0%   | 5.0%   | 5.0%   | 5.0%   |       
|                       |        |        |        |        |        |         |        |        |        |        |        |       
|Volatility factor      | 94.49% | 57.48% | 98.67% | 91.68% | 92.20% | 101.61% | 45.19% | 95.77% | 94.92% | 94.49% | 97.44% |       
|                       |        |        |        |        |        |         |        |        |        |        |        |       
|Stock-based            |        |        |        |        |        |         |        |        |        |        |        |       
|compensation           |        |        |        |        |        |         |        |        |        |        |        |       
|cost expensed          |        |        |        |        |        |         |        |        |        |        |        |       
|during the period      |        |        |        |        |        |         |        |        |        |        |        |       
|ended July 31,         |        |        |        |        |        |         |        |        |        |        |        |       
|2009                   |        |        |        |        | $1,943 |         |        |        |        |        |        | $1,943
|                       |        |        |        |        |        |         |        |        |        |        |        |       
|Unexpended Stock       |        |        |        |        |        |         |        |        |        |        |        |       
|based
    compensation |        |        |        |        |        |         |        |        |        |        |       
|cost deferred
    over |        |        |        |        |        |         |        |        |        |        |        |       
|the vesting
    period |        |        |        |        |        |         |        |        |        |        |        | $nil  

As of July 31, 2009 there was $nil of
unrecognized expenses related to non-vested stock-based compensation
arrangements granted. The stock-based compensation expense for the three month
period ended July 31, 2009 was $1,943.

On June 24, 2009 the Company cancelled
200,000 options granted to a former officer of the Company.

7.SALE OF MOUNT HINTON MINING PROPERTY CLAIMS:

The Mount Hinton Property is adjacent to
the Keno Hill Mining Camp in central Yukon Territory. It consists of 186 staked
claims under the Yukon Quartz Mining Act, covering approximately 9300
acres.

On July 7, 2002 YGC, the Companys wholly
owned subsidiary, entered into an option agreement with the Hinton Syndicate to
acquire a 75% interest in the 273 unpatented mineral claims covering
approximately 14,000 acres in the Mayo Mining District of Yukon, Canada. This
agreement was replaced with a revised and amended agreement (the Hinton Option
Agreement) dated July 7, 2005 which superseded the original agreement and
amendments thereto. The new agreement was between the Company, its wholly owned
subsidiary YGC and the Hinton Syndicate.

F-15

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

7.SALE OF MOUNT HINTON MINING PROPERTY CLAIMS-Contd

The schedule of Property Payments and Work
Program Payments made by the Company to July 31, 2009 is as follows:

|PROPERTY PAYMENTS                                                        |  |                                            
|------------------------------------------------------------------------ |  | -------------------------------------------
|                                                                         |  |                                            
|On execution
      of the July 7, 2002 Agreement                         |  | $ 19,693 (CDN$ 25,000) Paid                
|On July 7, 2003                                                          |  | $ 59,078 (CDN$ 75,000) Paid                
|On July 7,
      2004                                                    |  | $118,157 (CDN$ 150,000) Paid               
|On January 2, 2006                                                       |  | $125,313 (CDN$ 150,000) Paid               
|On July 7,
      2006                                                    |  | $134,512 (CDN$ 150,000) Paid               
|On July 7, 2007                                                          |  | $141,979 (CDN$ 150,000) Paid               
|On July 7,
      2008                                                    |  | $146,484 (CDN$ 150,000) Paid               
|TOTAL                                                                    |  | $745,216
      (CDN$850,000)               
|                                                                         |  |                                            
|WORK PROGRAM-expenditures to be
      incurred in the following periods;
|                                                                         |  |                                            
|July 7/02 to July
      6/03                                             |  | $ 118,157 (CDN$
      150,000) Incurred    
|July 7/03 to July 6/04                                                   |  | $ 196,928 (CDN$ 250,000)
      Incurred    
|July 7/04 to July
      6/05                                             |  | $ 256,006 (CDN$
      325,000) Incurred    
|July 7/05 to Dec. 31/06                                                  |  | $ 667,795 (CDN$ 750,000)
      Incurred    
|Jan. 1/07 to Dec.
      31/07                                            |  | $ 937,383 (CDN$
      1,000,000) Incurred  
|Jan. 1/08 to Dec. 31/08                                                  |  | $1,047,779 (CDN$
      1,250,000)**Deferred
|Jan. 1/09 to Dec.
      31/09                                            |  | $1,392,111 (CDN$
      1,500,000)          
|TOTAL                                                                    |  | $4,616,159 (CDN$5,225,000)                 

F-16

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

7.SALE OF MOUNT HINTON MINING PROPERTY CLAIMS-Contd

**By letter agreement dated February 29,
2008, the Company gave notice to the Hinton Syndicate that all of the Work
Program expenditures scheduled to be incurred by December 31, 2008 would be
deferred until December 31, 2009. Subsection 2.2(f) of the Hinton Option
Agreement provides that if Yukon Gold has earned at least 25% of the right,
title and interest in the Property as provided for in Subsection 2.2(e) of the
Hinton Option Agreement and is unable to meet its next year's Work Program
expenditures as set out in Section 2.2 of the Hinton Option Agreement, it shall
be entitled to extend the time required to incur the Work Program expenditures
from year to year by giving notice to the Hinton Syndicate to such effect;
provided that the full amount of the Work Program expenditures has been incurred
by December 31, 2009.

On May 21, 2009, the Company, through its
wholly owned subsidiary, YGC, sold its interest in the Mount Hinton Property to
the Hinton Syndicate. All of the claims comprising the Mount Hinton Property
were conveyed by the Companys subsidiary to a member of the Hinton Syndicate.
The Hinton Syndicate paid the Company (i) $110,306 (CDN$125,000) on May 21, 2009
and (ii) granted to the Companys subsidiary a 2% Net Smelter Royalty (an
NSR) on the Mount Hinton Property claims. Such 2% NSR may be terminated at any
time by payment to Yukon Gold of the following:

| | If the payment is
      made to Yukon Gold within the 12- month
      anniversary of the Closing:                                                                                                                         |  | $89,453 (CDN$115,000) 
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------------
| |                                                                                                                                                                                                                           |  |                       
| | If the payment is
      made to Yukon Gold after the 12- month
      anniversary of the Closing but before the 24- month anniversary of the Closing:                                                                      |  | $129,930 (CDN$140,000)
| |                                                                                                                                                                                                                           |  |                       
| | If the payment is
      made to Yukon Gold after the 24- month
      anniversary of the Closing but before the 36- month anniversary of the Closing:                                                                      |  | $153,132 (CDN$165,000)
| |                                                                                                                                                                                                                           |  |                       
| | If the payment is
      made to Yukon Gold after the 36- month
      anniversary of the Closing but before the 48- month anniversary of the Closing:                                                                      |  | $176,334 (CDN$190,000)
| |                                                                                                                                                                                                                           |  |                       
| | If the payment is
      made to Yukon Gold after the 48- month
      anniversary of the Closing, it shall be increased by $23,202 (CDN$25,000) for each 12-month period following the 49-month anniversary of the Closing |  |                       

In addition, Yukon Golds subsidiary
assigned its work permit to a member of the Hinton Syndicate and the Hinton
Syndicate became responsible for any reclamation costs imposed by the government
of Yukon in connection with the work permit. As of May 21, 2009, Yukon Gold and
its subsidiary have no further interest or obligations with respect to the Mount
Hinton Property.

F-17

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

8.COMMITMENTS AND CONTINGENCIES

The Marg Property

In March 2005, the Company acquired rights
to purchase 100% of the Marg Property, which consists of 402 contiguous mineral
claims covering approximately 20,000 acres located in the Mayo Mining District
of the Yukon Territory of Canada. Title to the claims is registered in the name
of YGC.

The Company assumed the rights to acquire
the Marg Property under a Property Purchase Agreement (Agreement) with Atna
Resources Ltd. (Atna). Under the terms of the Agreement the Company paid
$119,189 (CDN$150,000) cash and 133,333 common shares as a down payment. The
Company made payments under the Agreement for $43,406 (CDN$50,000) cash and an
additional 133,333 common shares of the Company on December 12, 2005; $86,805
(CDN$100,000) cash and an additional 133,334 common shares of the Company on
December 12, 2006. On December 12, 2007 the Company paid $98,697 (CDN$100,000)
being the next payment then due.

The Company has agreed to make subsequent
payments under the Agreement of: $167,645 (CDN$200,000) in cash and/or common
shares of the Company (or some combination thereof to be determined) on or
before December 12, 2008. On December 4, 2008 the Company and Atna Resources
Ltd. (Atna) entered into a letter agreement (the Amendment Agreement)
amending the purchase agreement by which the Company acquired its Marg Property
(the Marg Acquisition Agreement). Under the terms of the Marg Acquisition
Agreement the Company was required to pay to Atna $167,645 (CDN$200,000) (in
cash or shares of the Companys common stock) on December 12, 2008. In lieu of
making such payment, the Amendment Agreement permitted the Company to pay Atna
$19,980 (CDN$25,000) in cash on December 12, 2008 (paid) and $188,600
(CDN$225,000) (payable in cash or shares of the Companys common stock) on April
30, 2009. On April 30, 2009, the Company issued to Atna 6,838,906 common shares
which represent $188,600 (CDN $225,000), whereby the common shares were valued
at $0.0276 (CDN $0.0329) each. Upon the commencement of commercial production at
the Marg Property, the Company will pay to Atna $838,223 (CDN$1,000,000) in cash
and/or common shares of the Company, or some combination thereof to be
determined.

On April 2, 2007 the Company accepted a
proposed work program, budget and cash call schedule for the Marg project. The
Company has paid cash calls in the amount of $2,100,528 (CDN$2,281,880) for the
2007 Work Program. The Company had approximately $515,561 (CDN$550,000) on
deposit left over from the 2006 cash call schedule. On May 15, 2007 the Company
paid $703,037 (CDN$750,000), on June 15, 2007 the Company paid $703,037
(CDN$750,000), and on July 15, 2007 the Company paid $703,037 (CDN$750,000)
being three of the four cash call payments.

F-18

---

YUKON GOLD CORPORATION, INC.
(An
Exploration Stage Mining Company)Notes to Interim Consolidated Financial
StatementsJuly
31, 2009 (Amounts expressed in US Dollars) (Unaudited  Prepared by
Management)

8.COMMITMENTS AND CONTINGENCIES-Contd

The fourth and final payment of $402,244
(CDN$380,000) was paid on August 15, 2007. On August 31, 2007 the Company
re-allocated $537,864 (CDN$508,120) being the balance of the third cash call
payment for the Mount Hinton 2007 Work Program from cash call funds previously
allocated to the Marg Project. These re-allocated funds were not needed for the
Marg Project. On January 23, 2008 the Company was refunded $388,524
(CDN$390,000) as these funds were not needed for the Marg Project.

9.RELATED PARTY TRANSACTIONS

Three month period ended July 31,
2009

The Company and its subsidiary expensed a
total of $nil in consulting fees & wages to three Company Directors, and
$66,339 to three of its officers.

No director or officer exercised stock
options during the three month period ended July 31, 2009.

Three month period ended July 31,
2008

The Company and its subsidiary expensed a
total of $47,637 in consulting fees & wages to five Company Directors, and
$85,248 to five of its officers.

No director or officer exercised stock
options during the three month period ended July 31, 2008.

10. SUBSEQUENT EVENTS

The Company has reviewed its subsequent events up to September
18th, 2009.  The subsequent events are as follows:

On August 4, 2009 the Company recognized
the expiration of 240,000 options granted to a former director of the Company
and cancelled 100,000 options granted to such former director.

On August 16, 2009, 1,426,961 warrants
held by shareholders of the Company expired.

On August 26, 2009 the Companys mailing
address changed to 139 Grand River St. N., PO Box 510, Paris, Ontario Canada N3L
3T6. As of August 26, 2009, the Company relinquished its office in Toronto,
Ontario.

On August 26, 2009, the Toronto Stock
Exchange ("TSX"), announced that it would de-list the Companys common shares,
effective as of the close of market on September 25, 2009. The delisting was
imposed for failure by the Company to meet multiple listing requirements of TSX.
The Company is appealing this decision.

On September 2, 2009, the Ontario
Securities Commission issued a cease trade order covering the Companys shares
because the Company had failed to timely file its annual report. The cease trade
order was lifted as of September 15, 2009 upon filing by the Company of its
annual report on Form 10-K for the year ended April 30, 2009.

F-19

---

MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONFOR THE THREE MONTH PERIOD ENDED JULY 31,
2009

Discussion of Operations &
Financial Condition

Yukon Gold has no source of revenue and we
continue to operate at a loss. We expect our operating losses to continue for so
long as we remain in an exploration stage and perhaps thereafter. As at July 31,
2009, we had accumulated losses of $14,918,377. These losses raise substantial
doubt about our ability to continue as a going concern. Our ability to emerge
from the exploration stage and conduct mining operations is dependent, in large
part, upon our raising additional equity financing.

As described in greater detail below, the
Companys major endeavor over the year has been its effort to raise additional
capital to meet its administrative expenses and pursue its exploration
activities. The Company does not currently have sufficient working capital to
continue as a reporting company in the United States and Canada. We are working
urgently to obtain additional financing, which may entail the acquisition of
additional properties in order to attract such financing.

|SELECTED
      INFORMATION              |  |  |  |   |                          |   |  |  |  |   |                          |  
|--------------------------------------- |  |  |  | - | ------------------------ | - |  |  |  | - | ------------------------ | -
|                                        |  |  |  |   |                          |   |  |  |  |   |                          |  
|                                        |  |  |  |   | Three months
      ended |   |  |  |  |   | Three months
      ended |  
|                                        |  |  |  |   | July 31, 2009            |   |  |  |  |   | July 31, 2008            |  
|                                        |  |  |  |   |                          |   |  |  |  |   |                          |  
|Net Loss                                |  |  |  | $ | 11,955                   |   |  |  |  | $ | 1,549,200                |  
|Loss per
      share-basic and diluted  |  |  |  | $ | (0.00                    | ) |  |  |  | $ | (0.05                    | )
|                                        |  |  |  |   |                          |   |  |  |  |   |                          |  
|                                        |  |  |  |   |                          |   |  |  |  |   |                          |  
|                                        |  |  |  |   | As at                    |   |  |  |  |   | As at                    |  
|                                        |  |  |  |   | July 31, 2009            |   |  |  |  |   | April 30, 2009           |  
|                                        |  |  |  |   |                          |   |  |  |  |   |                          |  
|Total Assets                            |  |  |  | $ | 70,268                   |   |  |  |  |   | 108,099                  |  
|Total Liabilities                       |  |  |  | $ | 218,277                  |   |  |  |  |   | 239,222                  |  
|Cash dividends
      declared per share |  |  |  |   | Nil                      |   |  |  |  |   | Nil                      |  

Gain on sale of mining
property

The only gain generated by the Company
during the three month period ended July 31, 2009 was the sale of the Mount
Hinton property for a total cash consideration of $110,306 (CDN$125,000). As all
costs incurred in acquisition and exploration had been expensed, the entire cash
proceeds are recognized as gain during the quarter.

Net Loss

The Company's expenses are reflected in
the Consolidated Statements of Operations under the category of Operating
Expenses. To meet the criteria of United States generally accepted accounting
principles (GAAP), all exploration and general and administrative costs
related to projects are charged to operations in the year incurred.

20

---

The significant components of expense that
have contributed to the total operating expense are discussed as
follows:

(a)General and Administrative Expense

Included in operating expenses for the
three months ended July 31, 2009 is general and administrative expense of
$114,131 as compared to $366,810 for the three months ended July 31, 2008.
General and administrative expense decreased substantially due to Managements
endeavor to reduce costs.

(b)Project Expense

Included in operating expenses for the
three months ended July 31, 2009 is project expenses of $5,454 as compared with
$1,171,909 for the three months ended July 31, 2008. Project expense was a
significant expense in the prior period where it represents approximately 75.6%
of the total operating expense for the three months ended July, 2008. The
Company incurred very little costs during this quarter due to lack of
funding.

Agreement with Hinton Syndicate
Concerning our Former Mount Hinton Property

The following disclosure relates to our
former property known as the Mount Hinton property. Our interest in the Mount
Hinton property was sold on May 21, 2009.

On July 7, 2002 YGC, the Companys wholly
owned subsidiary, entered into an option agreement with the Hinton Syndicate to
acquire a 75% interest in the 273 unpatented mineral claims covering
approximately 14,000 acres in the Mayo Mining District of Yukon, Canada. This
agreement was replaced with a revised and amended agreement (the Hinton Option
Agreement) dated July 7, 2005 which superseded the original agreement and
amendments thereto. The new agreement was between the Company, its wholly owned
subsidiary YGC and the Hinton Syndicate.

The Hinton Option Agreement pertained to
an area of interest which included the area within ten kilometres of the
outermost boundaries of the 273 mineral claims, which constituted our mineral
properties. Either party to the Hinton Option Agreement could stake claims
outside the 273 mineral claims, but each must notify the other party if such new
claims were within the area of interest. The non-staking party could then
elect to have the new claims included within the Hinton Option Agreement. As of
December 11, 2006, there were an additional 24 claims staked, known as the Gram
Claims which became subject to the Hinton Option Agreement. On May 21, 2009,
Gram Claims 1-24 were conveyed by the Companys wholly owned subsidiary to a
member of the Hinton Syndicate. On June 16, 2008 an additional 18 claims were
staked (#25-#42), known as the Gram Claims, at a cost of $8,679 (CDN$8,887),
which became subject to the Hinton Option Agreement. On May 5, 2009 the Company
transferred all of its interest in Gram Claims 25-42 to a member of the Hinton
Syndicate.

On May 21, 2009, the Company, through its
wholly owned subsidiary, YGC, sold its interest in the Mount Hinton Property to
the Hinton Syndicate. All of the claims comprising the Mount Hinton Property
were conveyed by the Companys subsidiary to a member of the Hinton Syndicate.

21

---

The Hinton Syndicate paid the Company (i)
$110,306 (CDN$125,000) on May 21, 2009 and (ii) granted to the Companys
subsidiary a 2% Net Smelter Royalty (an NSR) on the Mount Hinton Property
claims. Such 2% NSR may be terminated at any time by payment to Yukon Gold of
the following:

| | If the payment is
      made to Yukon Gold within the 12- month
      anniversary of the Closing:                                                                                                                         |  | $89,453 (CDN$115,000) 
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------------
| |                                                                                                                                                                                                                           |  |                       
| | If the payment is
      made to Yukon Gold after the 12- month
      anniversary of the Closing but before the 24- month anniversary of the Closing:                                                                      |  | $129,930 (CDN$140,000)
| |                                                                                                                                                                                                                           |  |                       
| | If the payment is
      made to Yukon Gold after the 24- month
      anniversary of the Closing but before the 36- month anniversary of the Closing:                                                                      |  | $153,132 (CDN$165,000)
| |                                                                                                                                                                                                                           |  |                       
| | If the payment is
      made to Yukon Gold after the 36- month
      anniversary of the Closing but before the 48- month anniversary of the Closing:                                                                      |  | $176,334 (CDN$190,000)
| |                                                                                                                                                                                                                           |  |                       
| | If the payment is
      made to Yukon Gold after the 48- month
      anniversary of the Closing, it shall be increased by $23,202 (CDN$25,000) for each 12-month period following the 49-month anniversary of the Closing |  |                       

In addition, Yukon Golds subsidiary
assigned its work permit to a member of the Hinton Syndicate and the Hinton
Syndicate became responsible for any reclamation costs imposed by the government
of Yukon in connection with the work permit. As of May 21, 2009, Yukon Gold and
its subsidiary have no further interest or obligations with respect to the Mount
Hinton Property.

Exploration

During the year ended April 30, 2009, the
Company completed its acquisition of the Marg property and currently owns it
outright. The Marg Property consists of 402 contiguous mineral claims covering
approximately 20,000 acres. Access to the claim group is possible either by
helicopter, based in Mayo, Yukon Territory, Canada, located approximately 80 km
to the southwest or by small aircraft to a small airstrip located near the Marg
deposit. A 50 kilometer winter road from Keno City to the property boundary was
completed in 1997. The camp site on the property provides accommodation for up
to 12 people. Presently the hydroelectric power grid terminates at Keno City
some 50km to the southwest and water is available from the Keno Ladue River,
which flows through the property.

.For more information regarding our
exploration activities on our properties during the fiscal year ended April 30,
2009, see Item 2 "Description of Property" in the 10K filed for year ended April
30, 2009.

22

---

Liquidity and Capital
Resources

The following table summarizes the
Company's cash flows and cash in hand:

|                                                      |  |  |  |   | July 31, 2009 |   |  |  |  |   | July 31, 2008 |  
|----------------------------------------------------- |  |  |  | - | ------------- | - |  |  |  | - | ------------- | -
|                                                      |  |  |  |   |               |   |  |  |  |   |               |  
|Cash and cash equivalent                              |  |  |  | $ | 17,261        |   |  |  |  | $ | 754,383       |  
|Working
      capital (deficit)                       |  |  |  | $ | (179,973      | ) |  |  |  | $ | 623,616       |  
|Cash used in operating activities                     |  |  |  | $ | (102,841      | ) |  |  |  | $ | (995,569      | )
|Cash provided
      by (used in) investing activities |  |  |  | $ | 110,306       |   |  |  |  | $ | (50,447       | )
|Cash provided in financing activities                 |  |  |  |   | --            |   |  |  |  | $ | 576,348       |  

As at July 31, 2009 the Company had
working capital deficit of $(179,973) as compared to a working capital of
$623,616 in the previous period. During the current period the Company did not
raise any funds. The Company however sold all its interests in the Mount Hinton
Property for a consideration of $110,306 (CDN $125,000).

Off-Balance Sheet
Arrangement

The Company has no Off-Balance Sheet
Arrangement as of July 31, 2009.

Contractual Obligations and Commercial
Commitments

a) The Marg Property

In March 2005, the Company acquired rights
to purchase 100% of the Marg Property, which consists of 402 contiguous mineral
claims covering approximately 20,000 acres located in the Mayo Mining District
of the Yukon Territory of Canada. Title to the claims is registered in the name
of YGC.

The Company assumed the rights to acquire
the Marg Property under a Property Purchase Agreement (Agreement) with Atna
Resources Ltd. (Atna). Under the terms of the Agreement the Company paid
$119,189 (CDN$150,000) cash and 133,333 common shares as a down payment. The
Company made payments under the Agreement for $43,406 (CDN$50,000) cash and an
additional 133,333 common shares of the Company on December 12, 2005; $86,805
(CDN$100,000) cash and an additional 133,334 common shares of the Company on
December 12, 2006. On December 12, 2007 the Company paid $98,697 (CDN$100,000)
being the next payment then due.

The Company has agreed to make subsequent
payments under the Agreement of: $167,645 (CDN$200,000) in cash and/or common
shares of the Company (or some combination thereof to be determined) on or
before December 12, 2008. On December 4, 2008 the Company and Atna Resources
Ltd. (Atna) entered into a letter agreement (the Amendment Agreement)
amending the purchase agreement by which the Company acquired its Marg Property
(the Marg Acquisition Agreement). Under the terms of the Marg Acquisition
Agreement the Company was required to pay to Atna $167,645 (CDN$200,000) (in
cash or shares of the Companys common stock) on December 12, 2008. In lieu of
making such payment, the Amendment Agreement permitted the Company to pay Atna
$19,980 (CDN$25,000) in cash on December 12, 2008 (paid) and $188,600
(CDN$225,000) (payable in cash or shares of the Companys common stock) on April
30, 2009. On April 30, 2009, the Company issued to Atna 6,838,906 common shares
which represent $188,600 (CDN $225,000), whereby the common shares were valued
at $0.0276 (CDN$0.0329) each. Upon the commencement of commercial production at
the Marg Property, the Company will pay to Atna $928,074 (CDN$1,000,000) in cash
and/or common shares of the Company, or some combination thereof to be
determined.

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On April 2, 2007 the Company accepted a proposed work program, budget and cash call schedule for the Marg project. The Company has paid cash calls in the amount of $2,100,528 (CDN$2,281,880) for the 2007 Work
Program. The Company had approximately $515,561 (CDN$550,000) on deposit left over from the 2006 cash call schedule. On May 15, 2007 the Company paid $703,037 (CDN$750,000), on June 15, 2007 the Company paid $703,037
(CDN$750,000), and on July 15, 2007 the Company paid $703,037 (CDN$750,000) being three of the four cash call payments.

The fourth and final payment of $402,244 (CDN$380,000) was paid on August 15, 2007. On August 31, 2007 the Company re-allocated $537,864 (CDN$508,120) being the balance of the third cash call payment for the
Mount Hinton 2007 Work Program from cash call funds previously allocated to the Marg Project. These re-allocated funds were not needed for the Marg Project. On January 23, 2008 the Company was refunded $388,524 (CDN$390,000) as these funds
were not needed for the Marg Project.

Critical Accounting Policies

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, requires us to make estimates and assumptions that affect reported amounts of assets and
liabilities at the date of the financial statements, the reported amount of revenues and expenses during the reporting period and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates and judgments,
particularly those related to the determination of the estimated Canadian exploration tax credit receivable and accrued liabilities. To the extent actual results differ from those estimates, our future results of operations may be affected. Besides
this critical accounting policy on use of estimates, we believe the following critical accounting policy affects the preparation of our consolidated financial statements.

Acquisition, Exploration and Evaluation Expenditures

The Company is an exploration stage mining company and has not yet realized any revenue from its operations. It is primarily engaged in the acquisition and exploration of mining properties. Mineral property exploration
costs are expensed as incurred. Mineral property payments are capitalized only if the Company is able to allocate any economic value beyond proven and probable reserves. When it has been determined that a mineral property can be economically
developed as a result of establishing proven and probable reserves, the costs incurred to develop such property will be capitalized. For the purpose of preparing financial information, the Company is unable to allocate any economic value beyond
proven and probable reserves and hence all property payments are considered to be impaired and accordingly written off to project expense. All costs associated with a property that has the potential to add to the Companys proven and probable
reserves are expensed until a final feasibility study demonstrating the existence of proven and probable reserves is completed. No costs have been capitalized in the periods covered by these financial statements. Once capitalized, such costs will be
amortized using the units-of-production method over the estimated life of the probable reserve.

Mineral property acquisition costs will also be capitalized in accordance with the FASB Emerging Issues Task Force (EITF) Issue 04-2 when management has determined that probable future benefits consisting of a
contribution to future cash inflows have been identified and that adequate financial resources are available or are expected to be available as required to meet the terms of property acquisition and budgeted exploration and development expenditures.
Mineral property payments are expensed as incurred if the criteria for capitalization is not met.

To date, mineral property exploration costs have been expensed as incurred. As of the date of these financial statements, the Company has incurred only property payments and exploration costs which have been expensed. To
date the Company has not established any proven or probable reserves on its mineral properties.

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CONTROLS AND
PROCEDURES

|(a) | Disclosure Controls and Procedures. The
      Company's management, with the participation of the principal executive
      officer and principal financial officer, respectively, has evaluated the
      effectiveness of the Company's disclosure controls and procedures (as such
      term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities
      Exchange Act of 1934, as amended (the Exchange Act) as at July 31, 2009.
      Based on such evaluation, the principal executive officer and principal
      financial officer of the Company, respectively, have concluded that, as of
      the end of the current quarter, the Company's disclosure controls and
      procedures are effective.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|(b) | Internal Control Over Financial Reporting.
      There have not been any changes in the Company's internal control over
      financial reporting (as such term is defined in Rules 13a-15(f) and
      15d-15(f) under the Exchange Act) during the quarter ended July 31, 2009
      that have materially affected, or are reasonably likely to materially
      affect, the Company's internal control over financial reporting.                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|(c) | Limitations on the Effectiveness of Controls.
      We believe that a control system, no matter how well designed and
      operated, cannot provide absolute assurance that the objectives of the
      control system are met, and no evaluation of controls can provide absolute
      assurance that all control issues and instances of fraud, if any, within a
      company have been detected.                                                                                                                                                                                                                                                                                                                       

DISCLOSURE AND FINANCIAL CONTROLS AND
PROCEDURES

The board of directors has concluded that
the Company's disclosure controls and procedures are effective. There have been
no significant changes in these controls or in other factors that could
significantly affect these controls subsequent to the date of their evaluation,
including any corrective actions with regard to significant deficiencies and
material weaknesses.

Internal financial controls and procedures
have been designed under the supervision of the Company's board of directors and
reviewed by an independent auditor. The internal financial controls provide
reasonable assurance regarding the reliability of the Company's financial
reporting and preparation of financial statements in accordance with generally
accepted accounting principals. There have been no significant changes in these
controls or in other factors that could significantly affect these controls
since they were instituted, including any corrective actions with regard to
significant deficiencies and material weaknesses.

PART II-OTHER
INFORMATION

Item 1. LEGAL
PROCEEDINGS

None.

Item 1A. RISK FACTORS

|1. | WE HAVE VERY LIMITED WORKING CAPITAL AND MAY
      NOT BE ABLE TO CONTINUE TO COMPLY WITH APPLICABLE REGULATORY REQUIREMENTS
      AND THE REQUIREMENTS OF THE EXCHANGES ON WHICH OUR SHARES TRADE.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Yukon Gold does not have sufficient
working capital to maintain its ongoing operations, to prepare and file regular
reports required to meet the disclosure requirements of the Securities and
Exchange Commission or the Ontario Securities Commission or to meet the
requirements of the exchanges on which our stock trades. We run the risk of
being de-listed on all exchanges on which our stock currently trades.

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On August 26, 2009, the Toronto Stock Exchange ("TSX"), announced that it would de-list the Companys common shares, effective at the close of the market on September 25, 2009. The decision was based upon the
Companys failure to meet multiple listing requirements of TSX.  The Company is appealing this decision.

|2. | WE MAY HAVE TO PURCHASE ADDITION MINERAL PROPERTIES TO SECURE FINANCNG AND REMAIN VIABLE.
|-- | -----------------------------------------------------------------------------------------

Yukon Gold must immediately secure additional financing to remain viable. Management of Yukon Gold believes that we must identify and purchase new mineral properties in order to obtain such financing.

|3. | WE DO NOT HAVE AN OPERATING BUSINESS.
|-- | -------------------------------------

Yukon Gold has rights in certain mineral claims located in Yukon, Canada. To date we have done limited exploration of the property covered by our mineral claims. We do not have a mine or a mining business of any kind. There
is no assurance that we will develop an operating business in the future.

|4. | WE HAVE NO SOURCE OF OPERATING REVENUE AND EXPECT TO INCUR SIGNIFICANT EXPENSES BEFORE ESTABLISHING AN OPERATING COMPANY, IF WE ARE ABLE TO ESTABLISH AN OPERATING COMPANY AT ALL.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Currently, we have no source of revenue, we do not have working capital to complete our exploration programs (including feasibility studies) and we do not have any commitments to obtain additional financing. We have no
operating history upon which an evaluation of our future success or failure can be made. Our ability to achieve and maintain profitability and positive cash flow is dependent upon:

- our ability to raise the capital necessary to conduct this exploration and preserve our interest in these mineral claims;
- our ability to raise capital to develop the Marg Property, establish a mining operation, and operate this mine in a profitable manner; and.
- our ability to raise capital to purchase additional properties that may make our business more attractive to investors in exploration stage mining companies.

Failure to raise the necessary capital to continue exploration and development could cause us to go out of business.

|5. | GOING CONCERN QUALIFICATION.
|-- | ----------------------------

The Company has included a going concern qualification in the Consolidated Financial Statements to the effect that we are an exploration stage company and have no established sources of revenue. In the event
that we are unable to raise additional capital and/or locate mineral resources, as to which in each case there can be no assurance, we may not be able to continue our operations. In addition, the existence of the going concern
qualification in our auditors report may make it more difficult for us to obtain additional financing. If we are unable to obtain additional financing, you may lose all or part of your investment.

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|6. | THERE ARE PENNY STOCK SECURITIES LAW CONSIDERATIONS THAT COULD LIMIT YOUR ABILITY TO SELL YOUR SHARES.
|-- | ------------------------------------------------------------------------------------------------------

Our common stock is considered a "penny
stock" and the sale of our stock by you will be subject to the "penny stock
rules" of the Securities and Exchange Commission. The penny stock rules require
broker-dealers to take steps before making any penny stock trades in customer
accounts. As a result, our shares could be illiquid and there could be delays in
the trading of our stock which would negatively affect your ability to sell your
shares and could negatively affect the trading price of your shares.

|7. | OUR BUSINESS IS SUBJECT TO CURRENCY
      RISKS.
|-- | ------------------------------------------------

The Company conducts the majority of its
business activities in Canadian dollars. Consequently, the Company is subject to
gains or losses due to fluctuations in Canadian currency relative to the US
dollar.

Item 2. UNREGISTERED SALES OF EQUITY
SECURITIES AND USE OF PROCEEDS

None

Item 3. DEFAULTS UPON SENIOR SECURITIES

None.

Item 4. SUBMISSION OF MATTERS TO A VOTE
OF SECURITY HOLDERS

None.

Item 5.OTHER INFORMATION

Item 6.EXHIBITS & REPORTS ON FORM
8-K

Exhibits

|31.1 |  | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.                                                                                                                     
|---- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|31.2 |  | Rule
      13a-14(a)/15d-14(a) Certification of Chief
      Financial Officer.                                                                                                         
|32.1 |  | Certificate of Chief Executive Officer and Chief Financial Officer
      pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In addition, the following report is incorporated by reference.

Current Report
on Form 8-K "Item 2.01 - Completion of Acquisition or Disposition of Assets"
dated May 21, 2009

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SIGNATURE

Pursuant to the requirements of the
Securities and Exchange Act of 1934, the Registrant has duly caused this report
to be signed on its behalf by the undersigned thereunto duly
authorized.

|                                |  |                   |  | By:/s/ J.L. Guerra, Jr.
|------------------------------- |  | ----------------- |  | -----------------------
|Dated: September
      18, 2009 |  | J. L. Guerra, Jr.
|                                |  |                   |  | Chief Executive Officer
|                                |  |                   |  |                        
|                                |  |                   |  | By:/s/ Rakesh Malhotra 
|                                |  |                   |  | Rakesh Malhotra        
|                                |  |                   |  | Chief Financial Officer

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