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PLACING LETTER - UK PLACEES

STRICTLY PRIVATE & CONFIDENTIAL

[NAME OF INSTITUTION SUBSCRIBING]

Attention:
[                              
 ]

Number of Shares placed firm with you:Value of Shares placed firm with you at £1.63 per Share:
    £If Payment not by DVP then Payment due by noon on:
    21 July 2004


16 July 2004

Dear Sir/Madam

Kirkland Lake Gold Inc. (the Corporation)Proposed Placing in the UK (the Placing) of up to 3,987,730 Common
Shares in the Corporation without par value (the Placing Shares) at £1.63
per Share (the Placing Price)

The Corporation is proposing to raise approximately
£6,500,000prior to expenses by way of the Placing. Accordingly, the
Corporation has entered into an agreement (the Placing Agreement) with
Canaccord Capital (Europe) Limited (Canaccord) pursuant to which,
subject to certain conditions, Canaccord will use its reasonable endeavours to
procure subscribers for the Placing Shares at the Placing Price.

The Placing Shares identified in the above box are being
offered to you by Canaccord for subscription or purchase at the Placing Price.
If you accept the offer on the terms of this letter, you will have entered into
an agreement to subscribe for or purchase the number of Placing Shares placed
firm with you as referred to in the box above (Placing Participation).
Issuance and Admission

The Corporation has recently admitted the whole of its issued
share capital to trading on the AIM Market operated by the London Stock Exchange
plc (AIM). The Corporation shall also apply for the Placing Shares to
be admitted to trading on AIM.

The Placing Shares which are subject to the Placing will, upon
issue or sale, rank pari passu in all respects with the other common
shares of the Corporation, including the right to receive dividends and other
distributions, if any.

|McCarthy Tétrault DMS-LONDONUK #4517353 v. 2 | July 16, 2004
|-------------------------------------------- | -------------

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Conditions

Your Placing Participation is in all respects conditional on
the Placing Agreement becoming unconditional in all respects and not having been
terminated in accordance with its terms. The Placing Agreement contains certain
warranties and indemnities for the benefit of Canaccord. Canaccord may, in its
absolute discretion, terminate the Placing Agreement if, among other things, the
Corporation fails to comply with its obligations under the Placing Agreement or
any of the warranties becomes false and is not rectified or is breached in a
material way.

In the event that the Placing Agreement does not become
unconditional in all respects or is terminated, the Placing will not proceed and
all funds delivered by you to us pursuant to this letter will be returned to you
at your risk without interest.

The exercise by Canaccord of any right of termination or any
right of waiver exercisable by Canaccord contained in the Placing Agreement or
the exercise of any discretion under this letter is within the absolute
discretion of Canaccord and it will not have any liability to you whatsoever in
connection with any decision to exercise or not exercise any such rights.

Stamp duty and stamp duty reserve tax

No stamp duty or stamp duty reserve tax is payable in
connection with the issue of the Placing Shares to subscribers pursuant to the
Placing, unless they fall within certain categories of person to whom a special
charge to stamp duty reserve tax applies. By completing the enclosed Letter of
Confirmation you will confirm that you (and any person on whose behalf you are
applying) are not a person falling within such categories.

Settlement

If you chose to have your Placing Shares delivered directly
into your CREST account, provided payment has been made in terms satisfactory to
us and the details provided by you are sufficient to allow CREST to match the
system to the CREST account specified, the Placing Shares comprised in your
Placing Participation are expected to be delivered to the CREST account in the
form of depositary receipts which you specify on the attached letter of
confirmation (Letter of Confirmation). The Letter of Confirmation must
be returned to us by 20 July 2004.

If you choose to have your Placing Shares in certificated form,
  then it is expected that share certificates will be forwarded by the Canadian
  Registrar, Pacific Corporate Trust Company, as soon as practicable, at your
  own risk in accordance with the Letter of Confirmation.Subject to the
  conditions set out above and irrespective of whether you choose to hold your
  Placing Participation in certificated or uncertificated form within CREST, payment
  in respect of your Placing Participation is due as set out below.

Where you choose to hold your Placing Participation in
uncertificated form, you should provide your settlement details in order to
enable instructions to be successfully matched in CREST. The relevant settlement
details are as follows:

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| | CREST participant ID of Canaccord : | 805                                             
| | ----------------------------------- | ------------------------------------------------
| | Trade date:                         | [                                  
      ] 2004
| | Settlement date:                    | [                                  
      ] 2004
| | Trade System of Origin:             | [leave blank]                                   
| | ISIN code for the Shares:           | [                                  
      ]     
| | Stampable Consideration Field:      | [leave blank]                                   
| | Transaction stamp status:           | [leave blank]                                   
| | Agent indicator:                    | [none]                                          

Deadline for you to input instructions
into CREST: **3.00 pm GMT on**[                                  
]**2003**

Please note that in order to distinguish the Placing Shares
from the existing common shares of the Corporation during the restricted period
of four months and one day from the date of completion of the Placing (as
referred to in clauses 3(c) and (d) below), the Placing Shares will have a
different ISIN to the exisiting common shares. The existing common shares have
the ISIN "z" and carry no such restrictions. We shall provide you with the ISIN
for the Placing Shares as soon it is made available. Following the end of the
restricted period of four months and one day referred to above, the Placing
Shares will assume the ISIN "z", and there will be no re-sale restrictions in
Canada.

Where settlement is not made through CREST, payment of an
amount equal to the value of your Placing Participation at the Placing Price
must be made to Canaccord Europe no later than noon GMT on 21 July 2004.
Payments should be made by bankers draft drawn on a City Office of a London
Clearing Bank for same day funds made payable to Canaccord Capital (Europe)
Limited and sent for the attention of Brian Cope, or by telegraphic transfer to
Barclays Bank plc, 54 Lombard Street, London EC3 3AH Sort Code 20-19-90, Account
No. [60906050] quoting reference [FCP]. Delivery of the Placing Participation
will be against payment.

The Letter of Confirmation accompanying this letter contains
details of the information which we will require from you in order to deliver
your Placing Participation into your CREST account if you so wish. If you do not
provide any CREST details or if you provide insufficient CREST details to match
within the CREST system to your details, we will deliver your Placing
Participation in certificated form provided payment has been made in terms
satisfactory to us and all conditions in relation to the Placing have been
satisfied or waived.

Money Laundering Regulations

It is a term of the agreement evidenced by this letter that, to
ensure compliance with the Money Laundering Regulations 2003 (the
Regulations), Canaccord may, in its absolute discretion, require
verification of your identity to the extent that you have not already provided
it. Pending the provision to Canaccord of evidence of your identity which is
sufficient in its opinion to satisfy its obligations under the Regulations,
definitive certificates may be retained at Canaccords absolute discretion. If
within a reasonable time after a

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request for verification of identity Canaccord has not received
evidence satisfactory to it, Canaccord may, in its absolute discretion,
terminate your placing commitment in which event the monies payable on your
acceptance of the Placing Participation will, if paid, be returned without
interest to the account of the bank from which they were originally debited.

Confirmations and Warranties

|1. | You acknowledge and agree that acceptance of your Placing
      Participation on the terms set out in this letter is irrevocable and is
      not capable of termination or rescission by you in any
    circumstances.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                        
|2. | By returning the attached Letter of Confirmation to
      Canaccord, you warrant to Canaccord, for itself and for the benefit of the
      Corporation, its directors and its and their respective advisers
    that:  
|   |                                                                                                                                                                                                                        
|   | (a)                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                        
|   | (b)                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                        
|   | (c)                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                        
|   | (d)                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                        
|   | (e)                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                        
|   | (f)                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                        
|   | (g)                                                                                                                                                                                                                    

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Canada, Australia, Republic of
Ireland, Japan or South Africa (or an agent or nominee of such person);

| | (h) | if a company, you are a valid and subsisting company and
      have all the necessary corporate capacity and authority to execute your
      obligations in connection with the Placing Participation;                        
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                               
| | (i) | you are not applying for registration as, or as a nominee
      or agent for, a person who is or may be a person mentioned in sections 67
      to 72 inclusive and sections 93 to 97 inclusive of the Finance Act
      1986.

|3. | You acknowledge to Canaccord, for itself and for the
      benefit of the Corporation, its directors and its and their respective
      advisers and agree that:
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                 
|   | (a)                                                                                                                                                             
|   |                                                                                                                                                                 
|   |                                                                                                                                                                 
|   |                                                                                                                                                                 
|   | (b)                                                                                                                                                             
|   |                                                                                                                                                                 
|   | (c)                                                                                                                                                             
|   |                                                                                                                                                                 
|   | (d)                                                                                                                                                             
|   |                                                                                                                                                                 
|   | (e)                                                                                                                                                             
|   |                                                                                                                                                                 
|   |                                                                                                                                                                 

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the rules of AIM are less demanding
than those applicable to a listing on the Official List of the UK Listing
Authority;

| | (ii)  | no securities commission or similar regulatory authority
      has reviewed or passed on the merits of the Shares,                                                                                                                                                                                                                             
| | ----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                                                                                                                                                                                                                
| | (iii) | there is no government or other insurance covering the
      Shares,                                                                                                                                                                                                                                                                           
| |       |                                                                                                                                                                                                                                                                                                                                                
| | (iv)  | there are risks associated with the purchase of the
      Shares,                                                                                                                                                                                                                                                                              
| |       |                                                                                                                                                                                                                                                                                                                                                
| | (v)   | there are restrictions on your ability to resell the
      Shares and it is your responsibility to find out what those restrictions
      are and to comply with them before selling the Shares, and                                                                                                                                           
| |       |                                                                                                                                                                                                                                                                                                                                                
| | (vi)  | the Corporation has advised you that it is relying on
      exemptions from the requirements to provide you with a prospectus and to
      sell securities through a person registered to sell securities under the
      Securities Act(British Columbia) (together with the rules,
      policies, instruments and orders thereunder, the BC
| |       |                                                                                                                                                                                                                                                                                                                                                
| |       | Act) and, as a consequence of acquiring
      securities pursuant to these exemptions, certain protections, rights and
      remedies provided by the BC Act, including statutory rights of rescission
      or damages, will not be available to you.                                                                                        

|4. | You confirm to Canaccord, for itself and for the benefit
      of the Corporation, its directors and its and their respective advisers
      that:
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                   
|   | (a)                                                                                                                                               
|   |                                                                                                                                                   
|   | (b)                                                                                                                                               

Further Terms

|5. | The agreement confirmed by this letter (and your
      signature and return to us of the attached Letter of Confirmation) is a
      legally binding contract and the terms and conditions of your Placing
      Participation will be governed by, and construed in accordance with, the
      laws of England to the exclusive jurisdiction of whose courts you
      irrevocably agree to submit.                                                               
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|6. | Time shall be of the essence as regards obligations
      pursuant to this letter and the Letter of Confirmation.                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|7. | No person receiving a copy of this letter in any
      territory other than the United Kingdom may treat it either as
      constituting an offer or invitation to him to purchase or subscribe for
      Shares nor should he in any event purchase Shares unless such an
      invitation or purchase complies with any registration or other legal
      requirements in the relevant territory. It is the responsibility of any
      person outside the United

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Kingdom wishing to purchase Shares to
satisfy himself that, in doing so, he complies with the laws of any relevant
territory in connection with such purchase and that he obtains any requisite
governmental or other consents and observes any other applicable formalities.

|8.  | This letter does not constitute an offer to sell, or the
      solicitation of an offer to buy or to subscribe for, Shares in any
      jurisdiction in which such an offer or solicitation is unlawful nor will
      any of them be distributed in or into the United States, Canada, Japan,
      South Africa, Australia or the Republic of Ireland except in transactions
      exempt from or not subject to the registration requirements of those
      countries securities legislation.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|9.  | All times and dates in this letter may be subject to
      amendment and Canaccord shall notify you of any such amendments.                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|10. | No term of the agreement confirmed by this letter shall
      be enforceable under the Contracts (Rights of Third Parties) Act 1999 by a
      person who is not a party to this letter other than the Corporation, its
      directors and their respective advisers and Canaccords
  advisers.                                                                                                                                                                                                 

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Acceptance

If you wish to accept this offer, we should be grateful if you
would return the attached Letter of Confirmation initially by fax on 020 7518
2777 by no later than 5.00 pm GMT on 20 July 2004 and then by post to
Brian Cope at Canaccord Capital (Europe) Limited, 1st Floor Brook House, 27
Upper Brook Street, London W1K 7QF. Failure to do so may result in you not
receiving your allocation.

Yours faithfully



Brian Cope for and on behalf ofCanaccord Capital
(Europe) Limited

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This letter must be completed and returned to Canaccord
Capital (Europe) Limited, marked for the attention of Brian Cope by no later
than 5.00 pm GMT on 20 July 2004 initially by fax on 020 7518 2777 and then by
post to Canaccord Capital (Europe) Limited, 1st Floor Brook House, 27 Upper
Brook Street, London W1K 7QF.

LETTER OF CONFIRMATION

Number of Shares placed firm with us:Value of Shares placed firm with us at £1.63 per Share:
    £If Payment not by DVP Payment due by noon on:
    21 July 2004


Dear Sirs

Kirkland Lake Gold Inc. (the Corporation)Proposed Placing in the UK (the Placing) of up to 3,987,730 Common
Shares in the Corporation without par value (the Shares) at £1.63 per
Share (the Placing Price)

I/We acknowledge receipt of your letter dated 16 July 2004 (the
Placing Letter) in connection with the Placing. I/We confirm my/our
irrevocable acceptance of a Placing participation in respect of the number of
Shares set out in the box above on the terms and subject to the conditions
contained in the Placing Letter (Placing Participation). I/We agree to
accept the same or smaller number of Shares in respect of which my/our
application may be accepted.

I/We irrevocably undertake to pay for such number of Shares in
accordance with your letter.

I/We request you to register my/our Shares in:

|Please tick on box as appropriate     
|--------------------------------------
|                                      
|Certificated Form                     
|(ie, paper share certificates)        
|                                      
|Uncertificated Form (ie, within CREST)

I/we have chosen above to hold the Shares subscribed or
purchased by me/us within CREST by ticking the appropriate box above, I/we
request you to deliver title, at my/our risk, in accordance with the
instructions given below and with the deadlines and instructions set out in the
Placing Letter in respect of the Shares.

I/we confirm that I am/we are able to, and hereby, make the
confirmations, warranties and acknowledgements set out in the Placing Letter in
respect of my/our Placing Participation and that I/we am/are irrevocably bound
by the terms of the agreement set out in the Placing Letter. These
confirmations, warranties and acknowledgements are given to you for yourself and
for the benefit of the Corporation, its directors and your and their respective
advisers.

I/we confirm that I/we are taking the Shares in uncertificated
form (ie, through CREST) and I/we will comply with the deadlines and
instructions set out in the Placing Letter to ensure a successful matching of
instructions in CREST.

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Details of the name(s) and address(es) into which such Shares
are to be registered are, with other information, set out below:

Registration Details (Full name and
      address for share certificates)Account Designations(if applicable)Delivery instructions for share certificatesCREST Details (Only required if you
      wish to have your Placing Participation delivered direct into
      your CREST account)
    Participant IDMember account ID


Person to be contacted with regard to settlement arrangements:

|Name:            | Paul Leahy       | 
|---------------- | ---------------- | 
|                 |                  | 
|Telephone No:    | 020 75187383     | 
|                 |                  | 
|Facsimile No:    | 020 75182781     | 
|                 |                  | 
|Yours faithfully |                  | 
|                 |                  | 
|Signed:          |                  | 
|                 |                  | 
|Name:            |                  | 
|                 | (BLOCK CAPITALS) | 
|                 |                  | 
|Date:            |                  | 

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