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CODE OF ETHICS

KIRKLAND LAKE GOLD INC.(the Corporation)

The Board of Directors of the Corporation (the Board) has
adopted the following Code of Ethics (the Code) for directors and officers of
the Corporation. This purpose of this Code is to:

|1. | focus the directors and officers on areas of ethical
      risk;                                                                                                                                                                                                                                                                                 
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                  
|2. | provide guidance to directors and officers to help them
      recognize and deal with ethical issues, including conflicts of
      interest;                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                  
|3. | provide mechanisms to report unethical conduct;
  and                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                  
|4. | help foster a culture of honesty and accountability,
      including compliance with applicable governmental and regulatory laws,
      rules, policies and regulations and full, fair, accurate, timely and
      understandable disclosure in documents sent or submitted to, or filed
      with, shareholders and all regulatory authorities.

Each director and officer must comply with both the letter and
the spirit of this Code.

No code or policy can anticipate every situation that may arise
or replace the thoughtful behaviour of an ethical director and officer.
Directors and officers are encouraged to bring to the attention of the Board any
questions about particular circumstances that may involve the provisions of this
Code.

A.          
CONFLICT OF INTEREST

Directors and officers must avoid any conflicts of interest
between themselves and the Corporation unless the relationship is approved in
advance by the Board. Any situation that involves, or may reasonably be expected
to involve, a conflict of interest with the Corporation, should be disclosed
promptly to the Board. A conflict of interest can occur when:

|1. | A director's or officers personal interests are, or may
      appear to be, adverse to the Corporations interests; or                                                                                                                                                                                       
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                               
|2. | A director or officer, or a member of their immediate
      family, receives personal benefits, other than through regular
      remuneration as a director, officer or employee of, or consultant to, the
      Corporation, as a result of their position as a director of officer of the
      Corporation.

Some of the more common conflicts which directors and officers
should avoid are listed below:

| | a. | Relationship of Corporation with Third
    Parties                                                                                                                                                                                                                                                                                                                  
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                     
| |    | Directors and officers may not receive a personal benefit
      from someone seeking to do business, or to retain existing business, with
      the Corporation unless first approved by the Board. A director shall not
      participate in the making of any decision of the Board involving another
      firm or company with which the director is affiliated.
| |    |                                                                                                                                                                                                                                                                                                                                                                     
| | b. | Compensation from Sources other than the
      Corporation                                                                                                                                                                                                                                                                                                          
| |    |                                                                                                                                                                                                                                                                                                                                                                     
| |    | Directors and officers may not accept compensation in any
      form for services performed for the Corporation from any source other than
      the Corporation unless approved by the Board.                                                                                                                                                                      
| |    |                                                                                                                                                                                                                                                                                                                                                                     
| | c. | Gifts                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                     
| |    | Directors and officers may not offer, give or receive
      gifts from parties dealing with the Corporation where such gift is being
      made in order to influence the officers actions or the directors actions
      as a member of the Board, or where acceptance of the gifts could create
      the appearance of a conflict of interest.                 

June 30, 2005

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| | d. | Personal Use of the Corporations Assets                                                                                                                                                                                                                       
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                
| |    | Directors and officers may not use the Corporations
      assets, labour or information for personal use unless first approved by
      the Board, or as part of a compensation or expense reimbursement program
      available to all directors or officers.

B.          
CORPORATE OPPORTUNITIES

Directors and officers are prohibited from:

|1. | Taking for themselves or their companies opportunities
      discovered through the use of Corporations property (which includes
      information) or their position as a director or officer;                                                                                    
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                     
|2. | Using the Corporation's property or information for
      personal gain; or                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                     
|3. | Competing with the Corporation for business
      opportunities. However, if the Corporation's disinterested directors
      determine that the Corporation will not pursue an opportunity that relates
      to the Corporation's business, a director or officer may then do
  so.

C.          
CONFIDENTIALITY

Directors and officers must maintain the confidentiality of
information entrusted to them by the Corporation and any other confidential
information about the Corporation that comes to them, from whatever source, in
their capacity as a director or officer, except when disclosure is authorized by
the Board or legally required.

For purposes of this Code, confidential information includes
all non-public information relating to the Corporation.

D.          
COMPLIANCE WITH LAWS, RULES AND REGULATIONS; FAIR DEALING

Directors and officers must comply, and oversee compliance by
employees, officers and other directors and officers, with all laws, rules,
policies, orders and regulations applicable to the Corporation, including
insider trading laws.

Directors and officers must deal fairly, and must oversee fair
dealing by employees and officers, with the Corporation's customers, suppliers,
competitors and employees.

E.          
ENCOURAGING THE REPORTING OF ANY ILLEGAL OR UNETHICAL BEHAVIOUR

Directors and officers should promote ethical behaviour and
take steps to ensure the Corporation:

|1. | Encourages employees to talk to supervisors, managers and
      other appropriate personnel when in doubt about the best course of action
      in a particular situation.        
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                   
|2. | Encourages employees to report to appropriate personnel
      any violations of laws, rules, policies, orders and regulations applicable
      to the Corporation or of this Code.
|   |                                                                                                                                                                                   
|3. | Informs employees that the Corporation will not allow
      retaliation for reports made in good faith.                                                                           

F.          
COMPLIANCE STANDARDS

Directors and officers should communicate any suspected
violations of this Code promptly to the Board. Violations will be investigated
by the Board or by persons designated by the Board, and appropriate action will
be taken in the event of any violations of this Code.

G.          
WAIVER OF CODE OF BUSINESS CONDUCT AND ETHICS

Any waivers of this Code may be made only by the Board and must
be disclosed in the Corporations Annual Report on Form 20-F.

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June 30, 2005

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