2010-0511 - Plan of Arrangement - Great Bear Resources Ltd.

May 27, 2010

Great Bear Resources Ltd. (“Great Bear” or the "Company”) has announced the effective date of its statutory arrangement (the “Arrangement”) previously approved by its shareholders and by the Supreme Court of British Columbia. The effective date of the Arrangement will be May 31, 2010 (the “Arrangement Effective Date”).

The Arrangement will result in the transfer of certain assets of Great Bear to Mountain Gold Resources Ltd. ("Mountain Gold"), a wholly-owned subsidiary of Great Bear, under the provisions of Section 288 of the British Columbia Business Corporations Act (the “BCBCA”).�

The results of the proposed Arrangement are summarized as follows:�

• each Great Bear Shareholder will receive one-third of a common share of Mountain Gold (to the nearest whole share) for each common share of Great Bear owned by such Great Bear Shareholder on the Arrangement Effective Date;�
• each Great Bear Shareholder will continue to own one common share of Great Bear for each common share of Great Bear owned by such Great Bear Shareholder on the Arrangement Effective Date;�
• Great Bear will retain all of its cash except for $50,000 to be transferred to Mountain Gold as initial working capital, and will continue to carry on the business of exploration and development of uranium prospects;�
• Mountain Gold will acquire Great Bear’s interest in the “Birch” gold prospect, located in the Cariboo Mining Division of British Columbia, and $50,000 in cash from Great Bear.

Company: Great Bear Resources Ltd.
Symbol: GBR�
Effective Date and Record Date: Monday, May 31, 2010�
Ex-Distribution Date: Thursday, May 27, 2010

If you have any questions or require further information please contact Radhika Ramkarran at (416) 572-2000 X 2435 or E-mail: [email protected]