DATE OF MD&A
This MD&A was prepared on December 27, 2007.

OVERALL PERFORMANCE
Noront is a tier 2 junior resource company involved in the acquisition, exploration and development of properties for the mining of precious and base metals, and is currently active with exploration projects in Canada, Mexico, China and Hungary. The Company’s strategy is to concentrate its efforts primarily on its most advanced project and to option its early-stage projects on favourable terms, after the Company has advanced these projects to the point of being attractive options to third parties.

On November 27, 2007, the Company announced that it has entered into an agreement with J.P. Morgan Securities Inc. J.P. Morgan will work alongside co-advisor IBK Capital Corp. to evaluate strategic alternatives to enhance the development of the Company’s assets. The Company continues to define its very attractive nickel-copper discovery in the James Bay Lowlands, as well as its high-grade gold discovery at Windfall Lake.
The market has reacted positively to the Company’s significant copper nickel, PGE discovery buying the stock up to a 52 week high of $7.05 per share

OVERVIEW OF PROPERTIES

Windfall Lake Project, Urban Township, Quebec

This project initially covered two adjacent claim blocks of which Noront holds a 100% interest subject to some Net Smelter Royalties (NSRs). The Windfall Lake block consists of 33 claims encompassing 528 hectares (1,320 acres), and the Alcane block of 57 claims comprising 912 hectares (2,280 acres), 38 new claims were recently staked including 608 hectares adjoining the Company’s current holdings.

Numerous diamond drill holes were completed on this project with a number of significant gold intercepts. A detailed study of all diamond drilling done to date on the Windfall Lake project was completed by the Company’s “qualified person”. As a result of this study, further fieldwork was recommended to assess the economic potential of the high grade gold intersections previously encountered in the most recent drill programs. The focus of the current work at Windfall Lake is to further assess an 800-metre-square area immediately east of the original Alto Showing where the best gold mineralization intersected to date has been encountered. This mineralized block is open in all directions. Since exploration drilling commenced in 1998, some 141 drill have been completed. Gold intersections reported to date vary considerably in width and grade with wide drill hole sections up to 22.8 grams per ton over 9.4 metres and narrow sections up to 383 grams per ton over a one-metre interval having been reported. Results to date warrant continuing exploration to assess the economic potential of the property close to surface by attempting to establish sufficient reserves for narrow, high-grade mining or wide, low-grade reserves for bulk mining. An independent detailed study including all of the adjoining Murgor Resources Ltd. (“Murgor”) data was finalized, and it is hoped, will assist the Company in the proposed further underground exploration program.

In September 2006, Noront resumed diamond drilling at Windfall Lake based on the recommendations of Tracy Armstrong of P&E Mining Consultants Inc. In December 2006, Noront announced results from its drilling of 12 drill holes totalling 3,298 meters. Three holes did not encounter any new significant gold mineralization, but hole NOT-06-100 encountered three significant zones, the best of which covered a total width of 4.8 meters (15.7 feet) and consisted of six individual split core samples, two of which contained visible gold. Each of these six samples were assayed twice with the normal fire assay method and a third time with a metallic screen test. The weighted average of the three assay tests were: 1792.9 g/t (52.30 oz/t), 800.1 g/t (23.33 oz/t) from the fire assays, and 1327.9 g/t (38.74 oz/t) for the metallic screening assay. Assay results from the remaining 8 drill holes completed (NOT-06-101 to NOT-06-108) were released on December 29, 2006, indicating additional significant gold grades.

On February 5, 2007 Noront entered into an option agreement with Murgor and Freewest Resources Canada (“Freewest”) whereby Noront can earn an interest in Murgor/Freewest’s Windfall Lake project which is contiguous to the Company’s Windfall Lake project. Noront agreed to issue 750,000 common shares and match Murgor/Freewest’s total exploration spending on the project (estimated to be $4 million over three years) in order to earn a participating 50% interest in the claims. Noront will act as operator, and have the right to propose a feasibility study and earn an additional 10% interest if Murgor/Freewest do not pay for the study and it is positive. The parties will operate under a joint-venture agreement providing for a party’s share to be diluted if that party does not participate in exploration and development costs. Noront retained Genivar S.E.C of Quebec to commence the permitting process for the underground exploration program, to enable ramping to begin after permits are obtained. A program using two diamond drills is underway. Noront also reported on March 9, 2007 that it secured the services of an engineer to work on the project granted him a stock option for 75,000 shares at an exercise price of $0.65 expiring March 2013.

On September 26, 2007, the Company reported that two surface diamond drills had been utilized on the Company’s 100% owned Windfall Lake property and on the contiguous property optioned from Murgor and Freewest. Forty-nine diamond drill holes, including three lost in overburden, have been completed on the combined properties, for a total of 9,870 m.

Permitting for the underground exploration ramp has been received. The surface work required to be completed prior to the start of the proposed exploration ramp has now been completed and the construction of the ramp as anticipated will commence in January 2008.

As expected in the drill plan the seven diamond drill holes, completed to assist in the design of the proposed underground exploration ramp, did not yield economic tenors of gold. Five holes were completed to vertical depths of 700 to 820 m below surface over a 930 m strike length lying to the west of the discovery showing.

Significant results from the first three are shown in the following table. Analytical results of the two remaining holes are pending. In addition a further three holes were lost in overburden. These holes were designed to test the apparent down plunge extension of the mineralized zones cut in hole NOT-04-27 and lying to the west of the surface showings. (See press release dated September 26, 2007)

The remaining thirty-four holes were designed to verify the limits of the mineralized area, assess structure and to define the attitude, correlation and character of mineralized structures particularly near NOT-06-100. Holes NOT-07-130, 143 and 145 reported significant intersections that lie within~100 m of the high grade interval previously reported in NOT-06-100. (See press release dated December 1, 2006). Additional work, including diamond drilling, is required to determine whether these intersections represent persistent mineralized structures. Holes drilled near NOT-06-100 were designed to provide detailed geological information to guide the underground bulk-sampling program. For detailed assay results, please (see the press release dated September 26, 2007).

On September 28, 2007 the Company announced the Certificate of Authorization for excavating the underground access ramp on the Windfall Project had been received from the MDDEP (Department of Environmental Protection and Sustainable Development) on the 25th of September 2007. Permitting regarding expansion of the camp site, septic facilities, and gravel use are already in Noront’s possession. All information regarding the permit with the MRN (Department of Natural Resources) for taking the bulk sample has been submitted and is expected to be approved in a timely manner. Camp expansion has been completed in order to accommodate all the construction crews and other required personnel. Construction Norascon of Amos (Quebec) has been selected for the surface construction work. Surface work represents the portal trench and ground support, all the mineralized material and waste storage pads, the settling pond and the polishing pond, all of which should be completed by year end. Mining contractor Monterie Expert has been selected for all underground excavation. The mining contractor, it is anticipated will commence mobilization and start the decline in January 2008.

Genivar SEC. of Val-d’Or (Quebec) will be doing the management and supervision of the contractors, the environmental follow up and the detailed engineering regarding the Windfall Lake Project. Noront’s own geological crews will carry out the necessary mapping and sampling of the underground workings under the guidance of Tracy Armstrong, P. Geo., of P & E Mining Consultants Inc. Ms. Armstrong is a qualified geologist in the Province of Quebec.

The proposed ramp, approved by Noront’s directors is designed to assess and sample several areas of gold mineralization intersected in previous surface diamond drill holes. The gold zones include those encountered on Noront’s wholly owned Windfall Lake Property and its optioned Murgor/Freewest Property contiguous to the north where the ramp is being collared.

Costs for that portion of the ramp on the Murgor/Freewest option will be applied against the work commitment on the optioned property. The ramp will commence on the Murgor/Freewest option ground and drive southward onto Noront’s ground to a vertical depth of at least 100 meters . Total cost of the ramp could exceed $8.0 million depending on the extent of work required to complete the necessary geological assessment of the gold zones.

The exploration ramp is planned in two phases. The first phase will investigate three zones including the NOT-06-100 area. The second phase is contingent on the success of the first and is designed to test five additional zones.

Noront completed the 2007 surface drilling campaign in early November and is currently completing logging
and sampling of the core.

Double Eagle Project – McFaulds Lake, James Bay Lowlands, Ontario

The Company has acquired a 100% interest in approximately 265 claims comprising approximately 4200 units, encompassing an area of approximately 67,0 00 hectares (165,560 acres) there is only a 0.7522% NSR on 10-16 claim units.

Noront’s claims cover numerous airborne magnetic anomalies. A Geotem electromagnetic survey was recently completed over most of the claims late in 2007 and revealed a series of significant anomalies. A ground follow-up program of line cutting and magnetometer and horizontal loop surveys is being completed to prioritize a diamond drill hole program expected to commence in early 2008.

The Company had previously optioned the Double Eagle project firstly to Hawk Precious Minerals Inc. and thereafter to Probe Mines Limited and has subsequently been advised that neither party was willing to proceed further with the options and returned a 100% interest back to the Company.

The Company announced on May 17, 2007 that it had entered into an option agreement with Condor Diamond Corp. and Greenstone Exploration Company Ltd. (Condor/Greenstone) to acquire two claims consisting of 8 units adjoining the Company’s Double Eagle project on the following terms:

Noront agreed to issue 175,000 shares (issued) and complete, during the calendar year 2007, a minimum of one diamond drill hole to test several highly rated airborne geophysical targets established on the claim group and confirmed by ground geophysics after which it will have earned an undivided 50% interest on the claims, and further have the right during the second year of the agreement, to earn the balance 50% upon the issuance of a further 225,000 common shares of the Company. Condor/Greenstone shall retain a 1% net smelter royalty which may be purchased by the Company at any time upon payment of the sum of $500,000 and/or at the Company’s option, issuance of an equivalent number of common shares of the Company. The Company had budgeted $400,000 for a diamond drill program to be conducted on the newly acquired claims as well as perhaps a follow up program covering the Company’s Double Eagle claims that commenced in early September 2007.

On August 28, 2007 the Company announced results of the first two holes of the diamond drilling program started August 24, 2007 on the recently optioned claims of the Company’s Double Eagle project. The first hole of the current drill program NOT-07-01 had intersected visible copper sulphide mineralization (chalcopyrite) in a pyrrhotite – chalcopyrite – peridotite geological setting. The initial hole was drilled at -45 degrees and intersected chalcopyrite and pyrrhotite mineralization between 56 meters to 82 meters, however the total sulphide percentage dropped off between 69 and 82 meters downhole. Between 82 and 122 the mineralization slowly decreases to trace levels beyond 125 meters. The total drill intercept of the mineralized sulphide zone was 69 meters. The first hole continued to 140 meters and was terminated. A second hole drilled from same location, undercut hole NOT-07-01 at -65 degrees. This second hole entered similar mineralization (as in the first hole) at 91.3 meters core length. The hole intersected 72.9 meters of mineralization, the overall tenor of mineralization in the second hole is similar to that of the first hole, however a massive section of pyrrhotite and chalcopyrite over 1.93 meters (104.67 to 106.6) had been observed in the second hole and was not seen in the first hole. Plotting on section for the two holes suggests a vertical dipping structure that is in the order of 50 meters wide (true width). Hole NOT-07-02 was terminated at 191 meters and the drill was moved 100 meters to the northeast to test for a northeasterly extension of this structure. These above descriptions are taken from preliminary drill logs as prepared by site geologist, and I.Q.P. for the drill program, Dr. Howard Lahti, P.Geo., of Fredericton, New Brunswick. The samples from hole NOT-07-01 were selected, and sealed and readied for immediate shipment to ALS
Chemex laboratory in Thunder Bay Ontario.

On September 10, 2007, the Company announced additional assay results from the first hole of the diamond drilling program started on August 24, 2007. The first hole of drill program NOT-07-01 intersected copper sulphide (chalcopyrite) and nickel sulphide (pentlandite and pyrrhotite) mineralization in a magmatic peridotite geological setting; the presence of significant platinum group metals in this mineralizing system has been confirmed, along with significant copper and nickel mineralization. The initial hole was drilled at -45 degrees and intersected the main part of the mineralization between 56 meters to 82 meters. The tenor of mineralization slowly waned beyond 82 meters to 122 meters downhole. The assays reported upon herein are for the first 26 samples from this hole that were selected between 55 meters and 92 meters, with additional sample results to follow. The hole averages 1.53 % copper, 1.84 % nickel, 1.04 g/t Pt* and 2.87g/t Pd* and 0.127 g/t Au over 36 meters between 56 and 92 meters downhole, being only the upper portion of the observed mineralized section.

*(Of the 26 samples submitted from the first section of hole NOT-07-01, all of the samples received initial assay of greater than 1 g/t Palladium, eleven of the samples received initial assays greater than 1 g/t Platinum. At present there are seven samples that are still pending having received preliminary analysis of greater than 1 g/t for Palladium of which 2 samples have received preliminary assays greater than 1 g/t Platinum. The weighted averages reported herein were determined using 1 g/t for Platinum and Palladium as a default for the weighted average calculation for those samples that received greater than 1 g/t assays in the first pass.)

Diamond drill Hole NOT-07-02 was drilled from the same drill collar location as hole NOT-07-01 with an initial dip of -65 degrees. This hole entered the mineralized zone at 91.3 meters core length and remained in the mineralized zone until 164.2 meters core length (72.9 meters) undercutting hole NOT-07-01. Hole NOT-07-03 and NOT-07-04 were positioned 100 meters to the northeast and southwest of the first two holes respectively. These holes failed to intersect the mineralized zone and were in granodiorite for the entire length. These two holes were designed to test the northeastern and southwestern extension of the electromagnetic and magnetically rendered anomaly. It has been interpreted, from the existing geophysics and geological observations, that these holes respectively undercut and overcut the mineralized zone observed in the first two holes. New grid lines have now been cut, oriented in two directions normal to each other, where detailed ground magnetic and horizontal loop electromagnetic surveys are underway. In addition, MISE A LA MASSE (MALM) borehole and surface surveys are underway to provide 3D mapping of this occurrence, results of which will be used to facilitate a more detailed interpretation of the sulphide target.

Diamond drill Hole NOT-04-05, was positioned 50 meters to the northeast of Holes NOT-07-01 and 02 and was drilled vertically at the peak of a magnetic anomaly to ascertain the magnetic body’s more precise location. After 6 meters of overburden and one meter of limestone, peridotite with interstitial chalcopyrite, pyrrhotite and pentlandite was encountered to a core depth of 47.4 meters. Between 47.4 and 112.6 meters massive chalcopyrite, pyrrhotite and pentlandite was observed. Then from 112.6 to 123.3 meters peridotite with interstitial chalcopyrite and pyrrhotite was observed. Between 123.3 and 124.4 meters, another massive section of chalcopyrite, pyrrhotite and pentlandite was observed. The hole then remained in peridotite until 127.4 meters core length, then entered granodiorite until the end of the hole at 143.4 meters.

Diamond drill Hole NOT-07-06 has been completed to 384 meters total depth, it was drilled from the east to undercut Hole NOT-07-5 that was drilled vertically, returning core length intersections not representing true width. The positioning of this drill hole was designed to determine a dip of the sulphide occurrence, however the hole remained in granodiorite for its entire length. True width of the PGM enriched nickel-copper sulphide body is not yet determined. Detailed ground magnetic and horizontal loop electromagnetic surveys are underway and nearing completion and will be reviewed immediately. In addition, MISE A LA MASSE (MALM) borehole and surface surveys are underway to provide 3D mapping of this occurrence, results of which will be used to facilitate a more detailed interpretation of the sulphide target.

The aforementioned assay and sample information, as well as geological descriptions are taken from drill logs as prepared by site geologists for the drill program, Dr. Howard Lahti, P.Geo., of Fredericton, New Brunswick and Mike Kilborne. Billiken Management Services Inc. is providing all services on site for the Noront Double Eagle Project, from their base camp at McFaulds Lake.

The first 26 samples from Hole NOT-07-01 were selected, and sealed and readied for immediate shipment to ALS Chemex laboratory in Thunder Bay Ontario, they were assigned a “RUSH ASSAY” request. All of the remaining samples from this hole as well as holes 2 through 5, have now also been assigned a “RUSH ASSAY” request. All samples reported upon herein were selected by Dr. Howard Lahti, P.Geo., and were cut in half by diamond core saw. Individual samples were labeled, placed and sealed in plastic sample bags. Groups of samples were then placed into durable rice bags that were secured by project security tags and then placed into plastic pails for shipping. Plastic pails were delivered via bonded carrier to ALS Chemex’s sample preparation laboratory in Thunder Bay, Ontario. All samples were then crushed and pulverized, then sample pulps were sent to ALS Chemex Laboratory in Vancouver B.C. for analysis, remaining coarse reject portion of the samples remain in storage at the ALS Chemex storage facility in Thunder Bay. In Vancouver, the samples underwent multi-element analysis using ALS Chemex assay procedure ME-MS61, and PGM MS24 for Au, Pt, and Pd. When samples received overlimit values they underwent further analysis using ALS Chemex assay procedure Cu-OG62 (for copper) and Ni-OG62 (for nickel), and PGM – ICP27 (for gold, platinum and palladium). The reader is referred to: www.alschemex.com for details of analytical procedures.
On September 25, 2007, the Company announced final assay results from the first two holes of the diamond drilling program started on August 24, 2007 on its’ recently optioned claims where Noront is earning a 100 % interest, subject to royalties, on the Company’s Double Eagle project located in James Bay Lowlands, Northeastern Ontario. (See press release dated May 27, 2007 for details of this agreement.)
Diamond drill Hole NOT-07-01final assay results include; 36 meters averaging 1.84% Nickel, 1.53% Copper, 1.14 g/t Platinum, 3.49 g/t Palladium, 0.13 g/t gold and 4.8 g/t silver.
Diamond drill Hole NOT-07-02 final assay results include; 57.9 meters averaging 2.02% Nickel, 1.40% Copper, 1.00 g/t Platinum, 3.27 g/t Palladium, 0.14 g/t Au and 5.3 g/t silver.

On September 27, the Company reported the final assay results from the fifth hole of the diamond drilling
program.

Diamond drill Hole NOT-07-05 final assay results include; 68.3 meters averaging 5.9% nickel, 3.1% copper,
2.87 g/t platinum, 9.78 g/t palladium, 0.61 g/t gold and 8.5 g/t silver;
3 meter section of hole averaged 8.7% nickel, 10.9% copper, 40.79 g/t platinum, 14.57 g/t palladium, 9.39 g/t gold and 8.7 g/t silver

During October and November 2007, the Company announced progress of diamond drilling program on its’ Company’s Double Eagle project located in James Bay Lowlands, northeastern Ontario.

The Company advised that:
Diamond drill Hole NOT-07-07 that undercut hole NOT-07-05 intersected the mineralized zone at 72.5 meters core length and remained in it until 123.5 meters, including a total of 24.7 meters of massive sulphide;
Diamond drill Hole NOT-07-09 intersected the mineralized zone at 45.8 meters core length and remained in it until 88.55 meters, including two sections of massive sulphide totaling 22 meters, followed by a section of net textured peridotite;
Drilling completed on Eagle One Ni-Cu-PGE occurrence infers a massive sulphide magmatic nickel mineralized body, surrounded in part by net textured sulphides in peridotite within a much larger variably mineralized steeply dipping peridotite that has an 80 degree dip to the west, with a steep plunge along a southerly strike;

The Company advised that it had a QA/QC program underway, and the first three batches fell within the limits as determined by acceptable industry practice and further it was increasing its land position and staking continues around the “Ring of Fire”.

A detailed ground geophysical program continues, large airborne survey contract awarded to Aeroquest International Limited, overseen by Scott Hogg and Associates;

Diamond drill Hole NOT-07-07 undercut hole NOT-07-05 intersected the main mineralized zone starting at 72 meters core length and remained in it until 123.5 meters, for a total of 51.5 meters which included massive sulphide mineralization between 75.2 and 89.5 meters (14.3 meters) core length that averaged 2.5% Cu, 6.3 % Ni, 5.92 g/t Pt, 16.21 g/t Pd, 0.24 g/t Au and 8.3 g/t Ag.

Diamond drill Hole NOT-07-09 intersected the mineralized zone at 43 meters core length and remained in it until 88.6 meters for a total intersection of 45.6 meters. This mineralized zone included two massive sulphide sections totaling 22 meters. Assays for the 17.4 meter upper massive sulphide section averaged 3.87 % Cu, 4.82 % Ni, 1.02 g/t Pt, 14.78 g/t Pd, 0.27 g/t Au and 11.3 g/t Ag, while the lower 4.6 meter massive sulphide section averaged 2.01 % Cu, 8.3 % Ni, 0.14 g/t Pt, 0.23 g/t, 11.53 g/t Pd, Au and 5.1 g/t Ag; The near vertical dipping mineralized Nickel – Copper – PGM Eagle One occurrence averaging 40 to 45 meters in horizontal width is still open along strike, lies conformably near the western edge of a larger peridotite intrusive that has widened to 85 meters in horizontal width at its presently drilled south extent.

Diamond drill Hole NOT-07-11 encountered two massive sulphide zones separated by weakly mineralized peridotite; first massive sulphide zone between 58.5 and 60.1 meters (1.6 meters averaged 4.82% Cu., 7.11% Ni., 2.53 g/t Pt., 14.65 g/t Pd., 0.19 g/t Au., and 14 g/t Ag.) followed by a second massive sulphide section between 74.5 and 75.8 meters (1.3 meters averaging 4.43% Cu., 7.37% Ni., 1.08g/t Pt., 18.1g/t Pd., 0.22g/t Au and 13 g/t Ag).

Diamond drill Hole NOT-07-12 intersected mineralized peridotite between 81.5 meters and 176 meters including a massive sulphide zone between 82.5 and 92 meters downhole. This 9.5 meter section averaged 1.54% Cu., 6.99% Ni., 2.61 g/t Pt., 10.07g/t Pd., 0.15g/t Au and 5.21g/t Ag. Then from 92 to 113 meters a semi-massive section of sulphides was encountered consisting of pyrrhotite, pentlandite and chalcopyrite, followed by net textured nickel and copper sulphide mineralization to 176 meters.

Diamond drill NOT-07-17 encountered the main mineralized zone between 96.5 meters and 177.5 meters downhole that over 81 meters averaged 0.77% Cu, 1.55% Ni, 0.91 g/t Pt, 2.97 g/t Pd, 0.13 g/t Au and 3.1 g/t Ag including a 7.5 meter wide massive sulphide intersection that averaged 1.54% Cu, 6.81% Ni, 2.17 g/t Pt, 6.62 g/t Pd, 0.15 g/t Au and 6.12 g/t Ag.

Diamond drill NOT-07-18 intersected mineralization between 105.2 meters and 230 meters, however due to lab delays, the semi-massive to massive sulphide section from 215 to 230 isnot yet available. A 59.2 meter zone of net textured sulphides between 132.5 meters and 191.7 meters averaged 0.93% Cu, 1.84% Ni, 1.28 g/t Pt, 3.15 g/t Pd, 0.45 g/t Au and 3.9 g/t Ag followed by a 23.3 meter wide semi-massive to massive sulphide mineralized zone that averaged 1.52% Cu, 2.7% Ni, 2.02 g/t Pt, 5.86 g/t Pd, 0.15 g/t Au and 4.97 g/t Ag.

Diamond drill NOT-07-19 encountered the main mineralized zone between 104.2 meters and 110.8 meters over a drill intersection of 6.6 meters that averaged 0.63% Cu, 2.32% Ni, 1.13 g/t Pt, 3.93 g/t Pd, 0.06 g/t Au and 3.01 g/t Ag. This 37.5 meter stepout to the south is quite encouraging as the grade remains consistent. The on-going Aero-Tem-2 airborne geophysics is near completion. Other anomalies within 5 kilometers of Eagle One have been identified with similar geophysical expressions. These are high priority targets and will be drill tested in the New Year.

Two new drills have been contracted and are scheduled to arrive in mid January 2008.

Burnt Hill Tungsten Properties, Stanley Parish, York County, New Brunswick (100% owned)

Burnt Hill Property (Tungsten, Molybdenum, Tin)

This property consists of 24 claims encompassing 384 hectares (960 acres) approximately 60 km north of Fredericton. The claims host a tungsten (wolframite) deposit, which has been described as potentially economic by various technical authors that have worked on it. Historical mineral resources range from 252,000 tons at a grade of 1.63% W03 to 2,820,900 tons at a grade of 0.147% W03. All resource sizes are currently open latterly and particularly vertically. The grades could be tripled by pre-concentrating the mineralized material utilizing a photometric ore sorter prior to milling. . The tungsten mineral wolframite (Fe, Mn) W04 contains 76.5% W03 which is the commodity quoted in world markets.

In October 2005, Noront entered into an option agreement with Limerick Mines Ltd. however in November 2006, Noront announced that it advised Limerick Mines Ltd that the latter was in default of its option agreement granting it the right to earn up to 65% of the Burnt Hill tungsten deposit. With that agreement terminated, Noront entered into a new option agreement with a private Ontario company (“the Optionee”) dated October 31, 2006 to earn a 51% interest, and calling for exploration expenditures of $1.5 million over 3 years ($500,000/year), while Noront is to receive 2.5 million shares of the Optionee and/or its assignee ($200,000 of which the Company is obligated to pay to the original vendor of Burnt Hill) and cash payments of $150,000. Noront also granted another option to the Optionee to earn a further 14% in the project for $500,000 cash or in shares equivalent of the Optionee (and/or its assignee), which intends to resume exploration and redevelopment of the project.

The Company announced on April 5, 2007 that it had agreed to the transfer of the Option Agreement from the private company to Cadillac Ventures Inc. (Cadillac) who has agreed to assume all the obligations called for in the Option Agreement with the private company.

The following properties also fall under the option agreement:

Tin Hill Property

This property consists of nine claims encompassing 144 hectares (360 acres). The claims host a series of greisenized quartz veins in a porphyritic monzonite. Mineralization mainly consists of cassiterite and wolframite in clusters or pods and can be quite high grade, e.g. up to 9.88% Sn and 2.24% W03. More work is required to understand the geology and mineralization.

McLean Brook Property

This property consists of nine claims encompassing 144 hectares (360 acres). The claims host anomalous values of tin and tungsten in soils. Grown-in trenches are present, and where mineralization was observed, it appears to consist of arsenopyrite with cassiterite and wolframite zones or veins. More groundwork is required.

Todd Mountain Property

This property consists of nine claims encompassing 144 hectares (360 acres). The claims host a large soil anomaly with values of Fluorine(F) (up to 6,800 ppm), Tin(Sn) (up to 2,400 ppm) and Tungsten(W) (up to 121 ppm). Mineralization has been described as arsenopyrite – fluorite-cassiterite veins occurring within a regional joint system. More exploration is required.

In June 2007, the Company amended its agreement with Cadillac whereby Noront, in an effort to accelerate the development of Burnt Hill, will now complete a $1.5 million exploration program during the 2007 calander year on the Burnt Hill project. Furthermore, in order for Cadillac to earn its 51% interest in the project, in addition to paying the Company $100,000 and issuing 2,500,000 Cadillac shares to Noront, Cadillac will deliver to Noront on or before December 31, 2007, $1.5 million of the capital of Cadillac to be valued at no more than $1.00 per share and/or at the same price as a proposed financing contemplated by Cadillac to be completed in the second or third quarters of 2007.

Cadillac and Noront have signed a License Agreement with a J.D. Irving, Limited company (“Irving”) of Saint John New Brunswick. This agreement contains terms and conditions regarding land usage during the exploration phase of the Burnt Hill Project, and will be in force until June 30th 2008. At present this agreement encompasses the Burnt Hill, Todd Mountain, Tin Hill and Mclean Brook claim groups, as well as the additional 221 claims which Cadillac has staked. The new claims encompass multiple mineralization showings as identified by Neil Willoughby P.Geo, an independent geologist employed through Billiken Management Services Inc. (“Billiken”) of Toronto, during detailed surface mapping of the joint-venture claims and an informal prospecting survey of the surrounding area.

Drilling has commenced. A drill contract having been entered into with Cabo Drilling of Vancouver for the Burnt Hill Project. There are two drills on site, and under the supervision of Jim Burns, P.Eng, an independent qualified person, the program has commenced with the objective of twinning historic holes in order to bring the historical data to a 43-101 compliant level, in order to enable a current resource calculation. Mr. Eugene Puritch, P.Eng. of P&E Mining Consultants Inc. is designing this phase of the drill program, and is, in conjunction with Brian Newton, P.Geo and President of Billiken, and Jim Burns, P.Eng, also going to assist in planning the exploration drill program to follow, expected to be a minimum 6000 metre program in total. The Company will carry out this program in compliance with the Mining Act, the Clean Environment Act and other applicable legislation.

Project operations at present are ongoing, and consist of detailed surface mapping as well as the brushing out of existing line, and the cutting of new line on each of the 4 claim groups. The linecutting will facilitate access and the continuation of the detailed surface mapping, as well as facilitate an IP survey. Logistical preparations are underway with the construction of core logging and storage facilities and diamond drilling is underway.

As required under the joint venture agreement, and towards earning a 51% interest in the project, Cadillac has made the 2,500,000 share payment to Noront.

Tie Jiang Ying Zi Property, Inner Mongolia, China

Noront owns a 100% interest in this property, which consists of a mineral rights permit comprising 5.16 square kilometres. The company formed a foreign investment company in Inner Mongolia to carry out mineral exploration and development. BaoTou Noront Mineral Development Co. Ltd. (“BaoTou”) will be able to acquire a 100% interest in the Tie Jiang Yng Zi property and other mineral properties, by purchasing the mineral rights from private Chinese companies or by applying for the mineral rights of new properties from the various Chinese Departments responsible for the Land and Mineral Rights. Since mineral rights belong to the Peoples Republic of China, the process of transferring the rights is quite complex and slow, particularly since Noront was the first foreign enterprise in Inner Mongolia to go through this process.

In 2004, two grab samples were taken from a five-metre-deep pit by Norman Brewster, P.Geo, and Uldis Abolins, P.Eng. and assays were performed by SGS Canada Inc. Mineral Services in Toronto, returning values of 1,715.8 gm/mt Au, 338 gm/mt Ag and over 1% Cu from the bedrock sample, and 11.9 gm/mt Au, 9.2 gm/mt Ag and over 1% Cu from the rubble sample.

In February 2006, Noront announced that it’s wholly owned China subsidiary BaoTou received an exploration permit covering its China One Copper/Gold project. Noront also agreed in principle with private individuals (“China Group”) to grant them the option to earn a 50% interest in the project for US$90,000. The China Group intends to transfer their rights to a publicly traded vehicle on a recognized stock exchange in North America (the “Transferee”) within 30 days of the agreement, which also calls for exploration expenditures of US$750,000 by February 1, 2009 ($250,000 by February 1, 2007, which was extended to February 2, 2008 in consideration of a further 100,000 common shares of the Transferee and in addition the China Group will also arrange for delivery to Noront of a further 300,000 common shares of the Transferee upon transfer of the option arrangements and 250,000 shares on each of the second and third anniversary of the agreement.

On November 21, 2006 Noront announced that it had been advised that its Option Agreement with the "China Group" had been transferred to Newport Gold Inc. ("Newport")(OTCBB: NWPG). Newport agreed to assume all of the obligations contained in Noront's agreement with the China Group. The China Group had recently completed an IP survey, mapping and sampling over the project through a Chinese consulting group. Noront is waiting a report regarding this program completed, including the assay results of the sampling program. Newport also indicated its intension to commence a diamond drill program as soon as it has required permits and registered all claims accordingly.

Ireland Project “Larder Lake”

Located in North Williams Township, Larder Lake Mining Division, North-eastern Ontario. This 8 claim, 26 unit property is subject to a 2% net smelter royalty of which Noront has the right to buy half (1%) at any time for $1 million or at Noront’s option satisfy by the issuance of an equivalent amount in common shares of Noront.

An airborne magnetometer and radiometric survey was carried out in June of 2007. A limited sampling program of previously trenched showings was undertaken in August 2007. Assay results were not sufficient to continue. The project has been returned to the vendor and the investment has been written down.

Lawson Township Copper Prospect

In June 2006 Noront entered into an option agreement with a local prospector wherein it has the right to earn a 100% interest in a group of 6 claim units in Lawson Township, Larder Lake Mining Division, North-eastern Ontario. The vendor has reserved a 2% net smelter royalty, of which half (1%) can be purchased at any time for $1 million. Geophysical (I.P.) surveys indicated a possible subsurface extension to the east of the surface copper showing. In August of 2007 a limited trenching and sampling program has been carried out and sample assays taken. The results of the program were not sufficient to continue exploration. The property was returned to the vendor and the investment has been written down.

Volcan 1 Property, Baja, Mexico

In December 2005, Noront entered into an option agreement to acquire a 100% interest in this copper/nickel property of 616 hectares (1522 acres) near Todos Santos in the state of Baja California South on the west coast of Mexico. The agreement calls for Noront to pay USD$70,000 and issue 350,000 of its common shares in three parts, and have the right to purchase back (for USD$1 million) 50% of the 2% net smelter royalty retained by the Optionors.

A detailed ground magnetometer survey was recently completed and several strong anomalies have been located along a north-south trend where previous trenching in 1968 discovered significant copper-nickel sulphide mineralization across widths up to 16 meters in a series of trenches along a 400 meter strike length. In 2005 check chip channel samples were taken from the 50 foot trench averaged 2.95% Copper and 0.355% Nickel across 50 feet. Cobalt assays gave values ranging from 230 parts per million (ppm) to 950 ppm (0.095% Cobalt) while Precious Metals (Au, Pt, Pd) assay results gave values up to 0.504 grams per ton. (See news release dated December 19, 2005). No diamond drilling, to Noront’s knowledge, has ever been completed on the project. Before drill testing of the magnetic anomalies is considered, further trenching including resurrection of the old trenches and sampling will be completed as soon as equipment becomes available and Noront acquires surface rights allowing the Company to complete the proposed exploration program. The Company has retained Mexican counsel to seek the required surface rights.

El Verde Project, Mexico

On November 23, 2006 Noront announced that it had entered into an Option Agreement with a Mexican National (the Optionor) to acquire a 100% interest in the “El Verde” zinc, copper, silver property (located approximately 26 km north-northwest of the town of Choix in Sinaloa State, Mexico) consisting of 305 hectares (696 acres). The agreement calls for a series (in three parts) of cash payments totalling $645,000, the issuance of common shares of Company totalling 650,000 (250,000 now issued), and exploration expenses totalling $600,000. The Optionor shall retain a 1.5% Net Smelter Return (NSR) over the project with Noront retaining the right at any time in whole or in part to purchase two-thirds of the NSR for $1.5 million. The Company also retains the right of first refusal for the purchase of the Optionor’s remaining 0.5% NSR.

Historical records reviewed established that the El Verde project lies approximately 40 km west of the Glamis Gold Corp’s ” El Sauzal” Disseminated Gold Deposit and 19 km S/SE of the Pan American’s “Alamo Dorado” Deposit and peripheral to the large Santos Thomas Copper Porphyry Deposit 6 km to the east. These records indicate that in the early 1970s, the Mexican government (CRM) completed two short diamond drill holes – reportedly, one of these holes intersected over 26 meters (81ft) an average 9.6% zinc (Zn). The records also report that this diamond drill hole went to a depth of 70 meters. The top of the unit drilled appears to be in an oxidized skarn, well leached, abundant hematite, copper oxide, some zinc, oxides calcite and phlogopite. Results at the bottom of this hole returned values over 1.2 meters of 17.1% zinc 2.95% copper (Cu) and just under 2 oz of silver (Ag). Noront was advised that the drill core splits are apparently still warehoused with the CRM in Durango City. The Company has not been able to verify and log this core at the Government‘s facility in Durango, Mexico since the Mexican authorities have been unable to retrieve the core in their very large storage facilities. .Noront in its attempt to verify the high-grade hole has completed five diamond drill holes. One hole did not hit the target. The mineralized section in each drill hole was sampled and assayed.

On July 20, 2007, the Company published the assay results above. 10% in copper and zinc from the El Verde drilling:

A review of this Technical Data Has Indicated that “although the mineralized zones intersected to-date are not of economic grades the widths of both the copper and zinc zones are impressive. Up to 67 meters of 1.235% zinc. This along with the bedded style of the mineralization within the limestone unit make the area to the south of the drilled zone a favorable prospecting target. The area to the south exhibits similar rock types and showings of zinc and copper along the eastern flank of a N-S range of hills. Numerous high grade floats are visible in the valley bottom having rolled down the dip slope of the mineralized zones found during the Phase I mapping and prospecting program. It has been recommended this area be thoroughly prospected, mapped, trenched and sampled where needed. If this Phase proves to be successful a road can be constructed to the south of the area drilled in early 2007 and a drill program laid out to test the mineralized zones.” The Company is considering these recommendations and will make a decision shortly.

Escondida project, Mexico

In May 2007, the Company entered into an option agreement to acquire a 100% interest in the Escondida property located in the state of Sonora, Mexico. The agreement calls for a series of cash payments over three years totalling $175,000US and the issuance of 300,000 common shares of the Company over the same period. The optionors will retain a 2% Net Smelter Return (NSR) on the project which the Company as optionee has the right to purchase back at any time for $500,000US for each one half of one percent of the NSR.

The property was explored by shaft and adit in the early 1990’s to a depth of several 100 feet. The shaft appears to be flooded at this time. No drilling or state of the art geophysics has been completed on the property.

The Company has agreed (subject to all regulatory approvals) to pay a finders fee of 150,000 common shares of the Company to Exploration Canada de Oro SA de CU, a Mexican exploration company for the introduction to the property and subsequent option agreement.

Hunters Point Package, Atwater and Booth Townships, Quebec

The Hunters Point property was optioned in June of 2006 from Globex Mining Enterprises Inc. Noront Resources Ltd. has the right to earn up to a 100% interest in a package of 6 claim groups that total 763 hectares. The first 75% interest in the claims is accomplished by paying $200,000 cash, issuing 1.1 million shares and expending $2.5 million dollars in exploration over a four year period. A further 25% interest is acquired by paying Globex an additional $500,000 in cash and issuing a further 500,000 shares of Noront to Globex. Globex retains a 2% Gross Metal Royalty. Any additional claims staked within a 25 km. radius of this mineral land package is included in the agreement. Historical values ranging up to 1.12 oz/ton gold and 7.7% uranium from surface grab samples (see Globex news release dated February 21, 2005) and numerous anomalous values in gold, uranium and rare earth elements have also been reported in historical and government data bases. Very little work has been accomplished within this extensive land package since the 1950’s.

Since June of 2006 Noront has made the necessary cash and stock payments to keep the agreement in good standing. As a result of an airborne survey carried out by Noront in the fall of 2006 additional claims were added bringing the total land package to an area in excess 14,000 hectares. The current field program has consisted of data compilation, geological mapping and sampling, prospecting, line cutting and geophysics, results are pending.

The Company has agreed (subject to all regulatory approvals), to pay a finder’s fee to a third party as a result of the introduction and completing of the Option Agreement set out herein. The maximum finder’s fee payable is $107,500, payable in cash and/or shares of the Company with a cash equivalent value of $107,500. The fee is payable in stages, according to a formula based on a percentage of expenditures made by the Company on the project over the term of the option. The sum of $22,500 will be payable pursuant to the Company’s firm commitment upon the option agreement, the balance of the finder’s fee is optional.

Mid-Matra Project, Hungary

On November 6, 2006 Noront entered into an agreement with private interests in Hungary to acquire mineral exploration permits, in the Mid-Matra region near the village of Paradsasvar, 110 km northeast of Budapest, that cover approximately 30 square km in known mining area about 6 km east of large Recsk polymetalic deposit of copper, zinc, lead, molybdenum, gold and silver. Noront’s Mid-Matra exploration permits were investigated earlier – several underground adits were driven to detail sample widespread vein type polymetalic mineralization. Similar mineralization was exploited on properties adjacent and west of the Noront permits. Historical data from the latter underground exploration efforts indicate that significant widths of favourable grade zinc, lead, copper, silver and gold mineralization were encountered in the old adits. This data cannot be verified, however a proposed exploration program will focus on re-sampling and assaying the area where the old work was concentrated. After Noront has spent three times (~$60,000) the cost of the permit acquisition, it will have earned a 75% interest in the property.

On November 22, 2006, Noront announced that it entered into an agreement with Znco Minerals Limited (“Znco”) wherein the latter has been granted an option to earn a 100% interest in Noront’s right to acquire a 75% interest in the Mid-Matra Project. In July of 2007, the Company announced that a Canadian company, Jamie Frontier Resources Inc (Jamie) had negotiated and obtained an assignment of Noront’s option agreement with Znco. Jamie has agreed to pay to Noront $25,000 cash, $15,000 within 20 days of the execution of the agreement and which the Company has received and $10,000 within six months. Jamie has further agreed in order to earn Noront’s interest in the project, to issue 600,000 shares of Jamie, staggered over 36 months and incur a minimum of $1 million of exploration work cost over a 30 month period. Noront will, after Jamie has completed its total option payments, retain a 1.5% Net Smelter Royalty (NSR) of which Jamie shall have the right to purchase a .5% interest for $500,000.

Lizar Project, Ontario

In June 2007, the Company acquired the Lizar gold and base-metal property (the “Property”) located in northwestern Ontario. The Property was optioned from Freewest Resources Canada Inc. (FWR:TSX-V), whose exploration activities over the last 5 years on it, resulted in the discovery of several new high-grade gold occurrences. The Lizar property consists of 504 claim units, or 81 square kilometres and is situated in Lizar, Breckenridge, Namiegos and Mosambik townships, 500 kilometres east of Thunder Bay and 90 kilometres east of the Hemlo gold mining operations near Marathon.

The Property is underlain by Archean metavolcanic and metasedimentary rocks of the Kabinakagami greenstone belt within the Wawa Subprovince. Significant producing mineral deposits in the White River-Schreiber area of the Wawa Subprovince include the Winston Lake (3.1MT @ 1.0% Cu, 15.6% Zn, 30.9 g/t Ag) and Geco (58.4 MT @ 1.9% Cu, 3.5% Zn, 50.0 g/t Ag) volcanic-hosted massive sulphide deposits and the David Bell, Williams and Golden Giant gold deposits at Hemlo (22 million contained ounces). Lizar has demonstrated potential to host felsic volcanic-hosted disseminated gold deposits, volcanic-hosted massive sulphide deposits and magmatic copper-nickel-platinum group element deposits.

Gold mineralization at Lizar is hosted within felsic volcanic and intrusive rocks, as irregular and anastamosing zones of wallrock-hosted quartz-sericite-pyrite alteration. Such is the case at the new discoveries at the Kirk, Kyle, Sting and 42 zones, situated in the central portion of the Property. Grab and channel samples have yielded assays of up to 32.0, 5.1, 13.1 and 106.6 g/t gold respectively, from these zones. Quartz veins are minor and appear to have no relationship with the high gold values. Garnet alteration, sericitic alteration and mafic dyke complexes are common proximal to gold mineralization. Well defined induced polarization (IP) anomalies are closely associated with the auriferous alteration zones and are suggestive of a potentially large mineralizing system. The Property also hosts a number of historic gold occurrences including the Stenabaugh discovery, made by Cominco in 1937. This occurrence reportedly assayed 3.4 g/t gold over 8.8 metres in a channel sample. The Stenabaugh and the new gold occurrences have never been tested by diamond drilling.

Significant base-metal mineralization occurs in the southwest portion of the Property at the Namiegos zone, within felsic volcanic rocks. Heavily disseminated to semi-massive sulphides comprising pyrrhotite, pyrite, and lesser chalcopyrite and sphalerite occur over widths of up to 25 metres and an intermittent strike length of 300 metres. Intense sericite alteration characterizes the host rocks and aluminous alteration including kyanite and staurolite occur in surrounding rocks. The mineralized zone coincides with a strong horizontalloop electromagnetic (HLEM) conductor and as the case with the gold occurrences, has not been tested by diamond drilling.

Komatiitic flows and ultramafic intrusions occur near the base of the volcanic pile at Lizar and offer potential for magmatic nickel-copper-platinum group element deposits. A single historic drill hole completed within the ultramafic rocks yielded assays of 0.5% nickel and 1.3 g/t palladium over a 3-metre core length.

Noront completed a program of diamond drilling comprising in excess of 2000 metres, to test the best gold and base metal occurrences on the property, assay results are pending.

Under the terms of the option agreement with Freewest Resources Canada Inc. Noront may earn a 60% interest in the Property by incurring $1,000,000 of exploration expenditures over a three-year period and making a one-time cash payment of $20,000. Noront is committed to spending $400,000 on exploration during the first year of the agreement. Upon Noront earning a 60% interest in the Property, further exploration and/or development of it will be under a joint-venture agreement involving Noront Resources Limited (60%) and Freewest Resources Canada Inc. (40%).

Garden Island, Quebec

In July 2007, the Company entered into an agreement with a private Quebec company, TSR Resources Inc. (TSR) to acquire an interest in TSR’s Garden Island gold-base metal property.

The Garden Island property is located approximately 15 km northeast of Val d’Or, Quebec and is comprised of 296 mining claims, most of which are in Pascalis and Senneville Townships, which lie along a northwestsoutheast trending Abitibi volcanic greenstone belt.

Under the terms of the option agreement with TSR, Noront may earn up to a 33 1/3% interest in the Garden Island property by incurring $500,000 of exploration by December 31, 2007 thereby earning an undivided 25% interest in the project and thereafter at Noront’s option has the right to earn an additional 8 1/3% interest by paying to TSR a further $250,000 or at Noront’s option, the equivalent dollar value in Noront’s common shares on or before December 31st, 2008.

TSR acquired the project to explore for base metal and gold deposits similar to those located in the same greenstone belt to the south and southwest in Louvicourt and Vauquelin Townships respectively. Initial funding of TSR allowed for the completion of a deep penetrating airborne geophysical survey which located numerous targets warranting further ground investigation along the NW-SE geological trend. Reconnaissance work todate consisting of prospecting and bedrock sampling with the aid of a small drill has indicated areas for further follow-up. In particular a detail grid is being established in the southeast portion of the property to cover a large gossanous area containing stringers of massive iron sulphides with minor copper and zinc mineralization in mafic volcanics indicative of a stringer zone commonly occurring adjacent to base metals deposits. Any geophysical conductors located in this immediate surrounding area will be the subject of an immediate diamond drill testing program.

Reconnaissance exploration will continue along the volcanic belt where previously untested airborne targets exist.

Iron Lake Project, Quebec

In July of 2007, the Company entered into a Letter of Intent covering the optioning of a 97 leased claim grid units in Kating & Killins Township, located within the District of Algome, northern Ontario.

The agreement calls for payment of $5000 to the Optionors and expenditures including all lease payments of $50,000 during the first year of the agreement, which will earn the Company an 80% interest in the claim group. An optional second payment of a further $10,000 to the Optionor during the second year of the agreement will earn the Company the balance of the projects (100%).

SHAREHOLDER RIGHTS PLAN

On June 19, 2007, the shareholders of the Company voted to approve the adoption of a shareholder rights plan (the “Rights Plan”). The rights Plan is being adopted in order to reflect developments in Canada with respect to shareholder rights plans and is designed to encourage the fair treatment of shareholders in connection with any take-over bid for the Company. The plan provides the Board and shareholders with more time to fully assess any unsolicited take-over bid without undue pressure, and to pursue, if appropriate, other alternatives to maximize shareholder value and allow additional time for competing bids to emerge. The plan was not proposed in response to any acquisition or take-over offer and is not intended to prevent one. The rights become exercisable only when a person or party acquires or announces an intention to acquire 20% or more of the outstanding shares of the Company without complying with the “Permitted Bid” provisions of the plan. The Plan is subject to reconfirmation every third annual meeting of shareholders until the plan expires in 2016.

SUBSEQUENT EVENTS

a) On November 1, 2007, WSR Gold Inc. (“WSR”) and Noront entered into an option agreement pursuant to which WSR has been granted the option to acquire a 50% legal and beneficial interest in a property. The area will include 15 Claim Blocks, approximately 4,400 hectares (9,600 acres) in the “Ring of Fire”, McFauld’s Lake, Ontario, near Noront’s nickle copper discovery.

In order to acquire its interest in the property, WSR is required to:

1. Issue to Noront an aggregate of 400,000 common shares on both parties receiving all required approvals including TSX Venture Exchange and Board of Directors approval of the Option
Agreement;

2. Incur aggregate exploration expenditures on the property of $5,000,000 over a three year period (of which $1,500,000 must be expended in the first year);

3. Make cash payments to Noront totaling $400,000 within two years of receiving the above noted approvals of the Option Agreement (of which $200,000 must be paid in the first year, and any portion of the aggregate of $400,000 may be satisfied at the option of Noront, by the issuance to Noront of up to 800,000 common shares of WSR at a deemed price of $0.50 per share).

The transaction remains subject to required approvals on both sides including the approval of the TSX Venture Exchange and WSR’s Board of Directors.

Upon WSR earning its 50% interest in the property, WSR and Noront shall form a joint management committee to further develop the property and Noront shall act as Operator.

b) On November 7, 2007, Noront announced it has successfully renegotiated the terms of the following mineral option agreements with private interests in Mexico and Canada:

Volcan 1 Project

The original agreement called for a series of payments totaling $70,000 US in cash, 350,000 shares and a work commitment of $15,000 US on or before December 15, 2007. The optionor would retain a 2% net smelter royalty (NSR). Half of that NSR or 1% may be purchased by Noront at any time for $1 million US.

The amended agreement calls for a one time stock payment of 40,000 shares in exchange for a 100% interest in the project subject to a 2% NSR. Half of the NSR or 1% may be purchased at any time for $1 million US.

El Verde Project

The El Verde property agreement called for payments totaling $745,000 US, 650,000 shares and work costs of at least $600,000 on or before November 10, 2010. By executing these payments and performing the required work programs Noront would earn a 100% interest in the claims subject to a 1.5% NSR. Noront would have the right to purchase 2/3 of the NSR or 1% at any time by paying $1.5 million US.

The amended agreement calls for a one time payment of 60,000 shares in exchange for a 100% interest in the claims subject to a 1.5% NSR. Two thirds of the NSR or 1% may be purchased at any time by Noront for $1.5 million US.

Escondida Project

The Escondida project agreement called for a series of cash and stock payments totaling $175,000 US and 300,000 shares for a 100% interest in the mineral claims subject to a NSR equal to 2%. The NSR may be purchased outright at a cost of $500,000 US for each 0.5% or $2,000,000 US for the 2% NSR. Noront has the right of first refusal on any offer for the NSR by a third party. The amended agreement provides for a one time payment of 40,000 shares to acquire a 100% interest in the property. The terms of the net smelter royalty remain unchanged. The vendor will retain a 2% NSR that may be purchased for $2,000,000 US or $500,000 for each one half per cent. Noront has a right of first refusal on any third party offers for the NSR.

Hunters Point, Quebec Uranium/Gold Project

The Company has renegotiated a finder’s fee payable to a third party regarding the acquisition of the Hunters Point uranium-gold project. The original finder’s fee agreement called for staged payments based on a percentage of work expenditures during the course of the option agreement. The sum of $22,500 was paid upon completion of the commitment to earn into the properties and the total fee cannot exceed $107,500. The fee is payable in cash or stock equivalent.

The amended agreement calls for a one time payment of 20,000 shares.

All above amendments are subject to receipt of all required approvals, including regulatory approvals if required.

c) On November 7, 2007, Noront issued 125,000 stock options to directors, 175,000 to officers and employees and 225,000 to consultants. All options are exercisable for a period of 5 years at a price of $5.13 per common share.

d) On December 11, 2007, Noront, Baltic Resources Inc. (“Baltic”) and Temex Resources Corp. (“Temex") announced that they have completed a significant land acquisition campaign in the McFaulds Lake area in the James Bay Lowlands region of northeastern, Ontario. The new properties, located in the general area of Noront’s Double Eagle Ni-Cu-PGE discovery, were acquired by Temex on behalf of Temex, Noront and Baltic collectively the Staking Syndicate (“Staking Syndicate”). A total of 120 mining claims comprising 1900 claim units totaling 76,000 acres (the “Claims”) were acquired on behalf of the Staking Syndicate.

Subsequent to the staking campaign, Temex, Noront and Baltic have entered into a binding Letter of Agreement whereby each party has agreed to grant the other two parties a 100% interest in one third of the total claims staked, with each of the parties retaining a 1% Net Smelter Returns (“NSR”) royalty in the claims granted to the other parties. Therefore each party has a 100% interest in one third of the claim units and a 1% NSR royalty in two thirds of the claim units. Temex acted as operator of the Staking Syndicate.

The Claims cover features that these companies believe represent a geological environment similar to the geological setting near the Noront Ni-Cu-PGE discovery. It is believed that the newly acquired Claims have never been subjected to any previous exploration for Ni-Cu-PGE mineralization, and for the most part, the Claims have not been covered by a modern magnetic and electromagnetic geophysical survey.

e) On December 12, 2007, Noront issued 50,000 stock options to a consultant exercisable for a period of 5 years at a price of $4.86 per common share.

f) Subsequent to October 31, 2007, the Company issued 1,779,500 warrants with an expiry date of December 2008 and an exercise price of $0.75 at no cost. The warrants were issued as a result of the exercise of 652,000 Tranche A warrants and 1,453,500 Tranche B warrants for cash proceeds of $1,052,750. In addition, the Company received cash proceeds of $388,575 pursuant to the exercise of 518,100 warrants with an exercise price of $0.75 and expiry date of December 2008.

Noront issued 225,000 common shares to Condor/Greenstone to comply with the option agreement to acquire two claims consisting of 8 units adjoining the Company’s Double Eagle project. In addition, the Company issued 20,000 common shares as a settlement for a finders fee for the acquisition of the Hunters Point Project.