Shareholder Early Warning News Release

TORONTO, ONTARIO--(Marketwire -05/09/12)- PM Holdings Ltd., North Wing First Floor, Hibiscus Saure, Pond Street, Grant Turk, Turks and Caicos Islands (the "Offeror"), announced its acquisition of 1,490,000 common shares of Upper Canada Gold Corporation ("Upper Canada"). Following the acquisition the Offeror is the holder of a total of 5,835,000 common shares representing approximately 13.24% of the issued and outstanding common shares of Upper Canada.

The shares were acquired over the TSX Venture Exchange at a price of $0.055 per share.

The Offeror acquired these securities for investment purposes and has no present intention to acquire further securities of Upper Canada, although it may in the future acquire or dispose of securities of Upper Canada, through the market, privately or otherwise, as circumstances or market conditions warrant.

This news release is issued pursuant to National Instrument 62-103 - The Early Warning System. A copy of the Early Warning Reports will appear with Upper Canada's documents on the SEDAR website at www.sedar.com.