Early Warning Report : Joe Dwek sold 250,000 out of 17,000,000 (10,33% of UC)

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Early Warning Report : Joe Dwek sold 250,000 out of 17,000,000 (10,33% of UC)

posted on Sep 01, 2010 11:38AM

EARLY WARNING REPORT AND PRESS RELEASE FILED PURSUANT TO

NATIONAL INSTRUMENT 62-103

Name and address of the offeror:

Joe Dwek Management Consultants Inc. (“JDM”)

1110 Finch Avenue West, Suite 210

Toronto, ON M5A 2K7

Name of reporting issuer with respect to which this report is filed:

UC Resources Ltd. (“

”)

Designation and number or principal amount of securities and the offeror’s

security-holding percentage in the class of securities of which the offeror acquired

ownership or control in the transaction or occurrence giving rise to the obligation to

file the news release and whether it was ownership or control that was acquired in

those circumstances:

JDM has indirect control and direction over 9,154,307 common shares of UC (the

“Shares”), 800,000 options to purchase units (the “Units”) comprised of one share and

warrant, and 7,169,230 warrants to purchase shares (the “Warrants”) representing

approximately 10.33% of the outstanding Shares on a partially diluted basis.

Designation and number or principal amount of securities and the offeror’s

securityholding percentage in the class of securities immediately after the

transaction or occurrence giving rise to obligation to file the news release.

As set out in paragraph 3 above.

Designation and number or principal amount of securities and the percentage of

outstanding securities of the class of securities referred to in paragraph (4) over

which:

(a) the offeror, either alone or together with any joint actors, has ownership and

control

As set out in paragraph 3 above.

(b) the offeror, either alone or together with any joint actors, has ownership but

control is held by other persons or companies other than the offeror or any

joint actor, and

Not applicable.

(c) the offeror, either alone or together with any joint actors, has exclusive or

shared control but does not have ownership

The offeror has exclusive control of the UC securities set out in paragraph three

but it does not have ownership of the same.

Name of the market in which the transaction or occurrence that gave rise to the

news release took place.

250,000 common shares were sold on the open market. 125,000 were sold on August 23,

2010 at a price of $0.11 per common share. An additional 125,000 common shares were

sold on August 24, 2010 at a price of $0.10 per common share. The reporting issuer’s

shares trade on the TSX Venture Exchange under the call symbol UC.

Purpose of the offeror and any joint actors in effecting the transaction or

occurrence that gave rise to the news release, including any future intention to

acquire ownership of, or control over, additional securities of the reporting issuer.

JDM intends to hold the securities for investment purposes. JDM may, depending on

market and other conditions, increase its beneficial ownership, control or direction over

the common shares or other securities of UC, through market transactions, private

agreements, treasury issuances, exercise of convertible securities or otherwise.

General nature and the material terms of any agreement, other than lending

arrangements, with respect to securities of the reporting issuer entered into by the

offeror, or any joint actor, and the issuer of the securities or any other entity in

connection with the transaction or occurrence giving rise to the news release,

including agreements with respect to the acquisition, holding, disposition or voting

of any of the securities.

Not applicable.

Names of any joint actors in connection with the disclosure required by this report.

Not applicable.

10.

In the case of a transaction or occurrence that did not take place on a stock

exchange or other market that represents a published market for the securities,

including an issuance from treasury, the nature and value of the consideration paid

by the offeror.

Not applicable.

11.

If applicable, a description of any change in any material fact set out in a previous

report by entity under the early warning requirements or Part 4 of National

Instrument 62-103 in respect of the reporting issuer’s securities.

Not applicable.

DATED: August 31, 2010.

Joe Dwek

President: Joe Dwek Management Consultants Inc.

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