Wheaton River Minerals Ltd.: Annual Earnings Increase 146% to US$142 M

    News Editors

    VANCOUVER, British Columbia--(BUSINESS WIRE)--March 7, 2005--Wheaton River Minerals Ltd. (TSX:WRM)(AMEX:WHT) and Goldcorp Inc. (TSX:G)(NYSE:GG)

    HIGHLIGHTS

    - Record net earnings of US$142 million ($0.25 per share) for 2004, an increase of 146% compared with US$58 million ($0.14 per share) in 2003.

    - Fourth quarter net earnings of US$56 million ($0.10 per share), double 2003 earnings of US$28 million ($0.06 per share).

    - Silver Wheaton transaction completed in October, 2004, which resulted in Wheaton holding 65% of a pure silver company having a market capitalization of approximately US$530 million (Wheaton's share - US$345 million).

    - Goldcorp merger successfully completed in February 2005 to create the world's lowest cost, million ounce Gold producer with combined 2005 gold production expected to exceed 1.1 million ounces of gold at less than US$60 per ounce.

    Wheaton River Minerals Ltd. (Vancouver, British Columbia) is pleased to report a 146% increase in 2004 net earnings to US$142 million (US$0.25 per share) compared with US$58 million (US$0.14 per share) in 2003. Operating cash flows for the year were US$208 million, or US$0.37 per share (2003 - US$127 million, or US$0.31 per share).

    During the year, Wheaton sold 606,500 gold equivalent ounces at a total cash cost of minus US$30 per ounce (net of by-product copper sales). This compared with sales of 450,100 gold equivalent ounces at a total cash cost of US$61 per ounce in 2003.

    Net earnings for the three months ended December 31, 2004 amounted to US$56 million (US$0.10 per share), double the 2003 earnings of US$28 million (US$0.06 per share). For the three months, 151,600 gold equivalent ounces were sold at a total cash cost of minus US$34 per ounce (net of by-product copper sales), compared with 2003 sales of 156,000 gold equivalent ounces at a total cash cost of minus $39 per ounce. Operating cash flows for the fourth quarter were US$61 million, or US$0.11 per share (2003 - US$65 million, or US$0.12 per share).

    "Wheaton's operations continue to outperform market expectations on all metrics," said Ian Telfer,who was recently appointed President and CEO of Goldcorp. "The combination of Wheaton's exceptional asset base with Goldcorp's high grade operations creates a new world class gold producer. Significant organic growth is expected over the next two years with a further 35% increase in production, due to project commissioning at Amapari and Los Filos, as well as the expansion of Red Lake Mine. We are excited about the year ahead and will continue to grow through acquisition to take Goldcorp production to over 2 million ounces of gold annually. The combined company has a strong balance sheet with over US$500 million in cash and gold bullion, and has no debt."

    A conference call will be held Tuesday, March 8th at 11:00 am (ET) to discuss these results. You may join the call by dialing toll free 1-866-902-2211, or (416) 695-6120 for calls from outside of Canada and the US. The conference call will be recorded and you can listen to a playback of the call after the event by dialing 1-866-518-1010 or (416) 695-5275. A live and archived audio webcast will be available on the website at www.wheatonriver.com.

    Cautionary Note Regarding Forward Looking Statements

    Safe Harbor Statement under the United States Private Securities Litigation Reform Act of 1995: Except for the statements of historical fact contained herein, the information presented constitutes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements, including but not limited to those with respect to the price of gold, silver and copper, the timing and amount of estimated future production, costs of production, reserve determination and reserve conversion rates involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievement of Wheaton to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, risks related to the integration of acquisitions, risks related to international operations, risks related to joint venture operations, the actual results of current exploration activities, actual results of current reclamation activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, future prices of gold, silver and copper, as well as those factors discussed in the section entitled "General Development of the Business - Risks of the Business" in Wheaton's Form 40-F dated May 18, 2004 on file with the Securities and Exchange Commission in Washington, D.C. and Wheaton's Renewal Annual Information Form dated May 12, 2004 on file with the securities regulatory authorities in Canada. Although Wheaton has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

WHEATON RIVER MINERALS LTD. Management's Discussion & Analysis Year Ended December 31, 2004

Management's Discussion and Analysis of Results of Operations and Financial Condition

    The following should be read in conjunction with the Company's consolidated financial statements for the year ended December 31, 2004 and related notes thereto which have been prepared in accordance with Canadian generally accepted accounting principles. All figures are in United States dollars unless otherwise noted.

    2004 HIGHLIGHTS

    - Record net earnings of $142.1 million ($0.25 per share), an increase of 146% compared with $57.7 million ($0.14 per share) in 2003.

    - Operating cash flows of $207.8 million (2003 - $126.7 million).

    - Sales of 606,500 gold equivalent ounces and 145.6 million pounds of copper (2003 - 450,100 gold equivalent ounces and 113.7 million pounds of copper).

    - Total cash costs of minus $30 per gold equivalent ounce (2003 - $61).

    - Cash and cash equivalents at December 31, 2004 of $161.1 million (2003 - $151.9 million) and working capital of $165.5 million (2003 - $147.5 million).

    - The Company remains unhedged to increases in gold prices, and debt-free, following repayment of $137.6 million of debt during 2004.

    - Silver Wheaton transaction completed in October, 2004, which resulted in Wheaton holding 65% of a pure silver company having a market capitalization of approximately $530 million (Wheaton's share - $345 million).

    - Entered into an agreement to merge with Goldcorp which was successfully completed subsequent to year end, creating the world's lowest cost million ounce gold producer with a market capitalization of over $4.5 billion.

    OVERVIEW

    Wheaton River Minerals Ltd. ("Wheaton" or the "Company") is a growth-oriented precious metals mining company operating in Mexico, Argentina, Brazil and Australia.

    During 2002 Wheaton acquired the Luismin gold/silver mines in Mexico, followed by the 2003 acquisition of a 37.5% interest in the world-class Alumbrera gold/copper mine in Argentina and 100% of the Peak gold mine in Australia. The Company also acquired the Los Filos development project in Mexico in 2003 and in January, 2004, acquired the Amapari development project in northern Brazil.

    On October 15, 2004, the Company entered into an agreement to sell to Silver Wheaton Corp. ("Silver Wheaton"), all of the silver produced by Wheaton's Luismin mining operations in Mexico for upfront consideration of cash and Silver Wheaton common shares, plus a per ounce cash payment. As a result, Wheaton currently owns approximately 65% of Silver Wheaton, a pure silver company having a market capitalization of approximately $530 million (Wheaton's share - $345 million).

    In December 2004, the Company announced it had reached an agreement in principle to combine with Goldcorp Inc. ("Goldcorp"), owner of the Red Lake gold mine in Ontario, Canada, through a share exchange take-over bid where Goldcorp offered one common share of Goldcorp for every four common shares of Wheaton. On February 10, 2005, Goldcorp shareholders approved the combination and on February 14, 2005, approximately 69% of Wheaton common shares were tendered to the Goldcorp offer. As a result, effective February 15, 2005, Goldcorp will consolidate the operations of Wheaton. The transaction will be accounted for using the purchase method with Goldcorp being identified as the acquirer. The remaining shares of Wheaton not yet tendered will be acquired by Goldcorp by way of a plan of arrangement which is expected to conclude in mid-April, 2005. As a result, Wheaton will cease to be a public company and its results will be consolidated 100% by Goldcorp.

Summarized Annual Financial Results -------------------------------------------------------------------- 2004 2003 2002 -------------------------------------------------------------------- (note 2) (notes 3 & 4) (note 5)

Sales ($000's) $ 419,182 $ 212,633 $ 34,693 -Gold (ounces) 498,300 369,300 59,700 -Silver (ounces) 6,792,300 6,054,200 3,208,900 -Gold equivalent (ounces) (note 1) 606,500 450,100 106,300 -Copper (thousands of pounds) 145,585 113,719 -

Net earnings ($000's) $ 142,121 $ 57,659 $ 5,602

Earnings per share -Basic $ 0.25 $ 0.14 $ 0.04 -Diluted $ 0.22 $ 0.13 $ 0.04

Cash flow from operations ($000's) $ 207,814 $ 126,678 $ 4,361

Average realized price -Gold ($ per ounce) $ 412 $ 365 $ 326 -Silver ($ per ounce) $ 6.65 $ 4.88 $ 4.55 -Copper ($ per pound) $ 1.36 $ 0.86 $ -

Total cash costs (per gold equivalent ounce) (note 6) $ (30) $ 61 $ 182

Cash and cash equivalents ($000's) $ 161,131 $ 151,878 $ 22,936

Total assets ($000's) $1,174,285 $ 891,005 $ 152,098

Long-term debt ($000's) $ - $ 122,423 $ -

Shareholders' equity ($000's) $ 794,163 $ 556,118 $ 108,054

(1) Gold and silver are accounted for as co-products at the Luismin mines. Silver sales are converted into gold sales using the ratio of the average gold price to the average silver price for the period. For the year ended December 31, 2004 the equivalency ratio was 62 (2003 - 75) ounces of silver equals one ounce of gold sold. (2) Includes Silver Wheaton's results from October 15, 2004 onwards. (3) Includes Peak's results from March 18, 2003 onwards. (4) Includes, with the exception of sales, 25% of Alumbrera's total operating results for the period March 18 to June 23, 2003, and 37.5% of the results for the period June 24 to December 31, 2003. Sales include 37.5% of Alumbrera's total sales for the period from June 24 to December 31, 2003. Prior to June 24, 2003, the company used the equity method to account for its 25% investment in Alumbrera. (5) Includes Luismin's results from June 19, 2002 onwards. (6) The calculation of total cash costs per ounce for Peak and Alumbrera is net of by-product copper sales revenue.

Quarterly Financial Review -------------------------------------------------------------------- 2004 Q1 Q2 Q3 Q4 Total -------------------------------------------------------------------- (note 2)

Sales ($000's) $ 113,204 $ 89,268 $ 103,251 $113,459 $ 419,182 -Gold (ounces) 129,700 123,000 120,700 124,900 498,300 -Silver (ounces) 1,612,900 1,654,500 1,792,000 1,732,900 6,792,300 -Gold equivalent (ounces) (note 1) 156,500 148,700 149,700 151,600 606,500 -Copper (thousands of pounds) 42,880 32,499 36,405 33,801 145,585

Net earnings ($000's) $ 33,671 $ 21,120 $ 31,377 $ 55,953 $ 142,121

Earnings per share -Basic $ 0.06 $ 0.04 $ 0.05 $ 0.10 $ 0.25 -Diluted $ 0.05 $ 0.03 $ 0.05 $ 0.09 $ 0.22

Cash flow from operations ($000's) $ 61,848 $ 38,941 $ 46,242 $ 60,783 $ 207,814

Average realized price -Gold ($ per ounce) $ 412 $ 388 $ 402 $ 447 $ 412 -Silver ($ per ounce) $ 6.78 $ 6.09 $ 6.47 $ 7.28 $ 6.65 -Copper ($ per pound) $ 1.33 $ 1.22 $ 1.38 $ 1.52 $ 1.36

Total cash costs ($ per gold equivalent ounce) (note 5) $ (67)$ 19 $ (37)$ (34)$ (30) --------------------------------------------------------------------

2003 Q1 Q2 Q3 Q4 Total -------------------------------------------------------------------- (notes 3 and 4)

Sales ($000's) $ 17,257 $ 28,814 $ 63,142 $ 103,420 $ 212,633 -Gold (ounces) 35,100 92,600 105,400 136,200 369,300 -Silver (ounces) 1,561,900 1,500,500 1,515,900 1,475,900 6,054,200 -Gold equivalent (ounces) (note 1) 55,600 112,400 126,100 156,000 450,100 -Copper (thousands of pounds) 3,551 28,139 28,297 53,732 113,719

Net earnings ($000's) $ 4,064 $ 11,088 $ 14,689 $ 27,818 $ 57,659

Earnings per share -Basic $ 0.02 $ 0.03 $ 0.03 $ 0.06 $ 0.14 -Diluted $ 0.02 $ 0.03 $ 0.03 $ 0.05 $ 0.13

Cash flow from operations ($000's) $ 9,752 $ 20,990 $ 31,453 $ 64,483 $ 126,678

Average realized price -Gold ($ per ounce) $ 347 $ 353 $ 366 $ 385 $ 365 -Silver ($ per ounce) $ 4.64 $ 4.61 $ 5.00 $ 5.29 $ 4.88 -Copper ($ per pound) $ 0.68 $ 0.74 $ 0.81 $ 0.96 $ 0.86

Total cash costs ($ per gold equivalent ounce) (note 5) $ 175 $ 90 $ 98 $ (39)$ 61

(1) Gold and silver are accounted for as co-products at the Luismin mines. Silver sales are converted into gold sales using the ratio of the average gold price to the average silver price for the period. (2) Includes Silver Wheaton's results from October 15, 2004 onwards. (3) Includes Peak's results from March 18, 2003 onwards. (4) Includes, with the exception of sales, 25% of Alumbrera's total operating results for the period March 18 to June 23, 2003, and 37.5% of the results for the period June 24 to December 31, 2003. Sales include 37.5% of Alumbrera's total sales for the period from June 24 to December 31, 2003. Prior to June 24, 2003, the Company used the equity method to account for its 25% investment in Alumbrera. (5) The calculation of total cash costs per ounce for Peak and Alumbrera is net of by-product copper sales revenue.

RESULTS OF OPERATIONS -------------------------------------------------------------------- 2004 Silver Luismin Peak Alumbrera Wheaton Amapari -------------------------------------------------------------------- (notes 1 (note 2) (note 3) (note 4) and 4) Sales ($000's) $ 91,506 $ 63,023 $ 262,054 $ 10,986 $ - -Gold (ounces) 132,100 139,700 226,500 - - -Silver (ounces) 6,674,500 - - 1,505,100 - -Gold equivalent (ounces) (note 1) 240,300 139,700 226,500 - - -Copper (thousands of pounds) - 6,361 139,224 - -

Net earnings (loss) ($000's) $ 39,877 $ 18,389 $ 104,551 $ 1,058 $ 268

Average realized prices -Gold ($ per ounce) $ 410 $ 413 $ 415 $ - $ - -Silver ($ per ounce) $ 5.93 $ - $ - $ 7.30 $ - -Copper ($ per pound) $ - $ 1.38 $ 1.36 $ - $ -

Total cash costs ($ per gold equivalent ounce) $ 162 $ 192 $ (371) $ - $ -

-------------------------------------------------------------------- Elimi- Corporate nation Total -------------------------------------------------------------------- (note 4)

Sales ($000's) $ (2,977) $ (5,410) $ 419,182 -Gold (ounces) - - 498,300 -Silver (ounces) - (1,387,300) 6,792,300 -Gold equivalent (ounces) (note 1) - - 606,500 -Copper (thousands of pounds) - - 145,585

Net earnings (loss) ($000's) $ (22,604) $ 582 $ 142,121

Average realized prices -Gold ($ per ounce) $ - $ - $ 412 -Silver ($ per ounce) $ - $ - $ 6.65 -Copper ($ per pound) $ - $ - $ 1.36

Total cash costs($ per gold equivalent ounce) $ - $ - $ (30)

-------------------------------------------------------------------- 2003 Corp- Luismin Peak Alumbrera orate Total -------------------------------------------------------------------- (note 1) (note 2) (note 3) Sales ($000's) $ 66,251 $ 36,475 $ 109,907 $ - $ 212,633 -Gold (ounces) 106,300 97,200 165,800 - 369,300 -Silver (ounces) 6,054,200 - - - 6,054,200 -Gold equivalent (ounces) (note 1) 187,100 97,200 165,800 - 450,100 -Copper (thousands of pounds) - 2,964 110,755 - 113,719

Net earnings (loss) ($000's) $ 10,802 $ 5,277 $ 43,156 $ (1,576) $ 57,659

Average realized prices -Gold ($ per ounce) $ 366 $ 365 $ 365 $ - $ 365 -Silver ($ per ounce) $ 4.88 $ - $ - $ - $ 4.88 -Copper ($ per pound) $ - $ 0.85 $ 0.86 $ - $ 0.86

Total cash costs ($ per Gold equivalent ounce) $ 186 $ 250 $ (191) $ - $ 61

(1) Gold and silver are accounted for as co-products at the Luismin mines. Silver sales are converted into gold sales using the ratio of the average gold price to the average silver price for the period. For the year ended December 31, 2004 the equivalency ratio was 62 (2003 - 75) ounces of silver equals one ounce of gold sold. (2) Peak results include the Company's 100% interest from March 18, 2003 onwards. The calculation of total cash costs per ounce of gold is net of by-product copper sales revenue. (3) Includes, with the exception of sales, 25% of Alumbrera's total operating results for the period March 18 to June 23, 2003, and 37.5% of the results for the period June 24, 2003 to December 31, 2004. Sales include 37.5% of Alumbrera's total sales for the period from June 24, 2003 to December 31, 2004. Prior to June 24, 2003, the Company used the equity method to account for its 25% investment in Alumbrera. The calculation of total cash costs per ounce of gold for Alumbrera is net of by-product copper sales revenue. If copper production were treated as a co-product, average total cash costs at Alumbrera would be $167 per ounce of gold (2003 - $137) and $0.50 per pound of copper (2003 - $0.37). (4) As of October 15, 2004, Luismin commenced selling all of its silver production to Silver Wheaton at a price of $3.90 per ounce. For the period October 15 to December 31, 2004, a total of 1,505,100 ounces were sold by Silver Wheaton of which 1,387,300 ounces were purchased from the Luismin operations.

    OPERATIONAL REVIEW

    Luismin Mines

    The Company acquired the Luismin gold/silver mines during June, 2002 for a purchase price of $85 million including acquisition costs. In October 2003, pursuant to the purchase agreement, an additional $22.4 million in contingent consideration was paid by way of the issuance of 11,355,113 of the Company's common shares.

-------------------------------------------------------------------- 2004 2003 Q1 Q2 Q3 Q4 Total Total -------------------------------------------------------------------- (note 2) Ore mined (tonnes) 214,000 198,200 191,800 205,800 809,800 742,400

Ore milled (tonnes) 209,800 192,600 187,800 199,900 790,100 724,600

Grade (grams/ tonne) -Gold 5.19 5.61 5.95 5.35 5.58 4.79 -Silver 266.00 302.17 326.23 280.28 297.01 289.28

Recovery (%) -Gold 94 95 95 94 95 97 -Silver 90 89 91 88 90 91

Production (ounces) -Gold 32,700 33,300 34,200 32,300 132,500 106,900 -Silver 1,615,500 1,664,400 1,798,700 1,586,900 6,665,500 6,086,300 -Gold equivalent (note 1) 59,100 59,600 63,100 58,900 240,700 188,500

Sales ($000 's) $ 23,715 $ 22,709 $ 24,406 $ 20,676 $ 91,506 $ 66,251 -Gold (ounc- es) 32,400 33,500 33,400 32,800 132,100 106,300 -Silver (ounc- es) 1,612,900 1,654,500 1,792,000 1,615,100 6,674,500 6,054,200 -Gold equivalent (ounces) (note 1) 59,200 59,200 62,400 59,500 240,300 187,100

Net earnings ($000 's) $ 5,641 $ 4,636 $ 8,611 $ 20,989 $ 39,877 $ 10,802

Average realized price ($ per ounce) -Gold $ 410 $ 392 $ 402 $ 436 $ 410 $ 366 -Silver $ 6.78 $ 6.09 $ 6.47 $ 4.33 $ 5.93 $ 4.88

Total cash costs ($ per gold equivalent ounce) $ 170 $ 159 $ 150 $ 169 $ 162 $ 186

(1) Gold and silver are accounted for as co-products at the Luismin mines. Silver sales are converted into gold sales using the ratio of the average gold price to the average silver price for the period. For the year ended December 31, 2004 the equivalency ratio was 62 (2003 - 75) ounces of silver equals one ounce of gold sold. (2) Sales for the period October 15 to December 31, 2004, include 1,387,300 ounces of silver sold to Silver Wheaton at a price of $3.90 per ounce, pursuant to a long-term agreement.

    Luismin had a record year in 2004, in terms of ore mined, ore milled, production of gold and silver, and profitability. While strong realized metal prices contributed significantly, the major underlying reason for the excellent results was capital investment and process improvements made by Wheaton since it acquired the Luismin operations in 2002.

    Ore mined and milled increased approximately 9%, compared with 2003, as a result of plant expansion and process improvements over the last two years. This, combined with improved ore grades mined, resulted in record 2004 production and sales. A total of 240,300 gold-equivalent ounces were sold during the year, a 28% increase compared with 2003.

    Average realized prices for gold and silver increased by 12% and 22%, respectively, compared with 2003. As a result, sales revenues increased by 38% over the prior year, to $91.5 million.

    Effective October 15, 2004, Wheaton entered into an agreement to sell to Silver Wheaton, an inactive public company, all of the silver produced by the Luismin mining operations for a per ounce cash payment of the lesser of $3.90 and the prevailing market price, subject to adjustment. As a result, Luismin's average realized silver price for the fourth quarter was $4.33 per ounce.

    Continuous process improvements made since Wheaton acquired the Luismin operations have resulted in reduced operating costs. As a result, together with increased grades, total cash costs declined 13% to $162 per gold equivalent ounce in 2004, compared to $186 per ounce in 2003. Total cash costs in the fourth quarter of 2004 were $169 per gold-equivalent ounce, a 13% increase over the third quarter, due primarily to reduced average grades.

    Earnings increased 269% to $39.9 million in 2004; compared to $10.8 million in 2003, as a result of the above factors as well as significant favorable changes in Mexican tax laws which were enacted in the fourth quarter of 2004. Reductions in the future corporate income tax rates and the increased availability of certain deductions resulted in a $12.7 million recovery of future taxes in the fourth quarter results. The Company paid no significant cash taxes in 2004.

    Throughout 2004, significant exploration results have been achieved at the Luismin mines including deep and on-strike extensions of the San Dimas central block veins and new discoveries, including the Itzel vein system and the Paula and Nancy veins. At San Martin, Cuerpo 30 has also proved to be more significant in size than expected, and development has reached Cuerpo 31, where drill results indicate better than expected grades. The exploration results have been achieved through a combination of geophysical surveys, deep diamond drilling and underground development. Meters of diamond drilling increased 50% over 2003 and underground development increased by 17%, both contributing factors to the success of the Luismin operations in 2004.

    For 2005, an intensive program of exploration and development will be carried out throughout the recently discovered veins in San Dimas in order to convert these additional resources into reserves.

    Peak Mine

    The Company acquired the Peak gold mine in Australia on March 18, 2003 for a purchase price of $33.9 million including acquisition costs.

-------------------------------------------------------------------- 2004 2003 Q1 Q2 Q3 Q4 Total Total -------------------------------------------------------------------- (note 2) Ore mined (tonnes) 178,300 114,000 144,400 136,700 573,400 839,400

Ore milled (tonnes) 170,800 164,600 162,200 165,800 663,400 493,100

Grade -Gold (grams/ tonne) 6.44 7.04 7.94 8.23 7.40 6.74 -Copper (%) 0.83 0.55 0.55 0.39 0.58 0.52

Recovery (%) -Gold 91 89 89 92 90 85 -Copper 82 68 81 84 79 75

Production -Gold (ounces) 32,100 32,900 37,100 40,600 142,700 92,300 -Copper (thou- sands of pounds) 2,579 1,331 1,590 1,195 6,695 3,614

Sales ($000 's) $ 15,307 $ 14,137 $ 14,610 $ 18,969 $ 63,023 $ 36,475 -Gold (ounces) 33,400 33,000 33,100 40,200 139,700 97,200 -Copper (thou- sands of pounds) 2,592 1,385 1,492 892 6,361 2,964

Net earnings ($000's) $ 3,238 $ 3,132 $ 4,563 $ 7,456 $ 18,389 $ 5,277

Average realized price -Gold ($ per ounce)$ 405 $ 379 $ 400 $ 460 $ 413 $ 365 -Copper ($ per pound)$ 1.29 $ 1.28 $ 1.29 $ 1.54 $ 1.38 $ 0.85

Total cash costs ($ per ounce) (note 1) $ 217 $ 172 $ 161 $ 197 $ 192 $ 250

(1) The calculation of total cash costs per ounce of gold is net of by-product copper sales revenue. (2) Operating results presented for 2003 are for the nine and a half months from the date of acquisition, March 18, 2003.

    The Peak mine had its best performance since 1997 with gold sales of 139,700 ounces, a 44% increase compared with 2003. In addition, copper sales increased 115% to 6.4 million pounds in the current year. These increases, combined with a 13% and 62% respective improvement in average realized gold and copper prices, pushed earnings 248% higher to $18.4 million in 2004 (2003 - $5.3 million). A combination of improved recoveries from process improvements at the mill and better grades mined contributed to the significant improvement in operational performance.

    The results presented for 2003 are for the nine and a half months from the date of acquisition, March 18, 2003, which was very much a transitional period for the Peak operations. 2003 was the last full year of open pit, relatively low grade, mining operations at Peak which contributed significantly to the large tonnage of ore mined, compared with 2004. Much of the open pit ore mined was stockpiled for processing in the future. Meanwhile, significant improvements were made in terms of mine design, overall productivity and operating costs in the underground operations. These improvements are clearly reflected in the significantly reduced cash costs in 2004, $192 per ounce (net of by-product copper sales revenue) as compared with $250 per ounce in 2003. The Peak operation continues to make additional overall improvements, with the main priority in 2005 to increase mill throughput by 13% to 750,000 tonnes per annum.

    Peak's cash costs in the fourth quarter of 2004 were $197 per ounce, up from the second and third quarters, primarily as a result of reduced copper by-product sales credits. Despite these increased cash costs, Peak's fourth quarter produced net earnings of $7.5 million, its most successful quarter in several years. The average realized gold price in the fourth quarter was $460 per ounce, in excess of the London Metal Exchange average price of $434 per ounce, due primarily to adjustments received during the quarter relating to concentrate sales of prior quarters.

    The decline to access the New Cobar underground deposit had, by year end, reached a distance of 533 metres, with unexpected high grade ore having been intersected adjacent to the old underground workings. An intensive drilling program has commenced to fully delineate this material. The planned ore production start from New Cobar remains on schedule for the beginning of the fourth quarter of 2005.

    Alumbrera Mine (Wheaton interest - 37.5%)

    The Company acquired a 25% interest in the Alumbrera gold/copper mine in Argentina on March 18, 2003 and accounted for its interest using the equity method until June 24, 2003, at which time it increased its interest in Alumbrera to 37.5%. As a result of the Company's acquisition of this additional 12.5% interest, the Company has proportionately consolidated its 37.5% share of the financial statements of Alumbrera from June 24, 2003 onwards. The total purchase price was $270.5 million including acquisition costs. The Alumbrera mine is operated by Xstrata plc, who owns a 50% interest in the mine.

-------------------------------------------------------------------- (Wheaton's share 2004 2003 only) Q1 Q2 Q3 Q4 Total Total --------------------------------------------------------------------

Ore mined (ton- nes) 2,836,900 3,113,700 2,935,000 3,182,800 12,068,400 7,122,700

Ore milled (ton- nes) 3,171,400 3,222,200 3,400,600 3,463,400 13,257,600 9,024,300

Grade -Gold (grams/ tonne) 0.80 0.64 0.65 0.79 0.72 0.86 -Copper (%) 0.58 0.49 0.54 0.62 0.56 0.67

Recovery (%) -Gold 77 74 77 80 77 74 -Copper 91 88 89 91 90 89

Production -Gold (ounces) 62,800 49,200 55,200 70,500 237,700 183,000 -Copper (thousands of pounds) 36,513 30,194 36,151 43,007 145,865 120,364

Sales ($000's) $ 75,112 $ 53,353 $ 65,049 $ 68,540 $ 262,054 $ 109,907 -Gold (ounces) 63,900 56,500 54,200 51,900 226,500 165,800 -Copper (thou- sands of pounds) 40,287 31,114 34,914 32,909 139,224 110,755

Net earnings ($000's) $ 30,849 $ 16,923 $ 23,996 $ 32,783 $ 104,551 $ 43,156

Average realized price -Gold ($ per ounce)$ 417 $ 388 $ 405 $ 451 $ 415 $ 365 -Copper ($ per pound)$ 1.33 $ 1.21 $ 1.38 $ 1.51 $ 1.36 $ 0.86

Total cash costs ($ per ounce) (note 1) $ (435)$ (218)$ (374)$ (457)$ (371)$ (191)

(1) The calculation of total cash costs per ounce of gold for Alumbrera is net of by-product copper sales revenue. If copper production were treated as a co-product, 2004 average total cash costs at Alumbrera would be $167 per ounce of gold (2003 - $137) and $0.50 per pound of copper (2003 - $0.37).

    Alumbrera milled record tonnes in 2004, primarily as a result of on-going productivity improvements and the successful commissioning of the flotation plant expansion early in the year. This also contributed to increased recoveries, particularly of gold.

    Average grades mined were down approximately 16% compared with 2003, more in line with long-term average grades.

    Average realized gold and copper prices were 14% and 58% higher, respectively, compared to 2003. High copper prices resulted in total cash costs of minus $371 per ounce of gold, compared with minus $191 per ounce in 2003.

    Alumbrera had an excellent fourth quarter, with high average grades and excellent recoveries. As a result, production of both gold and copper was significantly above average. However, as a result of the timing of sales shipments, approximately 25% of the quarter's production was not recognised in sales until 2005. Had these shipments been recognised in 2004, as opposed to 2005, Wheat0n's 2004 sales and net earnings would have been increased by approximately $26 million and $11 million, respectively.

    The Company received $126.5 million in cash distributions from Alumbrera during 2004, bringing total distributions since Wheaton acquired the mine in March 2003 to $161.5 million. In May 2004, Alumbrera repaid $58 million (Wheaton's share) of project debt and is now debt-free.

    In June 2004, Alumbrera announced a 20% increase in the ore reserves which has added 2.5 years to the present mine life and ensured production until mid-2015. This substantial increase in reserves has added 1.2 million ounces of gold and 770 million pounds of contained copper, of which Wheaton's share is 37.5%. Further intensive in-pit resource definition work will continue with the objective of adding additional ore reserves in the coming year.

    Alumbrera's effective tax rate for 2004 was 26%, compared to the statutory tax rate of 30%, due to a recovery of future taxes in the fourth quarter of approximately $6 million relating to foreign exchange deductions and other permanent differences. During 2004, Alumbrera commenced accruing cash taxes payable, which will be due in May, 2005. Wheaton's share at December 31, 2004 amounted to $45.4 million.

Silver Wheaton Corp. (Wheaton interest - 65%) -------------------------------------------------------------------- 2004 Q1 Q2 Q3 Q4 Total -------------------------------------------------------------------- Silver purchased (ounces) -Luismin - - - 1,387,300 1,387,300 -Zinkgruvan - - - 240,500 240,500 -Total - - - 1,627,800 1,627,800

Sales ($000's) $- $- $- $ 10,986 $ 10,986

Silver sold (ounces) -Luismin - - - 1,387,300 1,387,300 -Zinkgruvan - - - 117,800 117,800 - Total - - - 1,505,100 1,505,100

Net earnings ($000's) $- $- $- $ 1,058 $ 1,058

Average realized silver price ($ per ounce) $- $- $- $ 7.30 $ 7.30

TOTAL CASH COSTS ($ PER OUNCE) $- $- $- $ 3.90 $ 3.90

    On October 15, 2004, Wheaton entered into an agreement to sell to Silver Wheaton, an inactive public company, all of the silver produced by Wheaton's Luismin mining operations in Mexico for upfront consideration of $36.7 million (Cdn$46 million) in cash and 540 million (pre-consolidation) Silver Wheaton common shares, plus a per ounce cash payment of the lesser of $3.90 and the prevailing market price of delivered silver, subject to adjustment (the "Luismin Transaction").

    The Luismin Transaction resulted in the acquisition of control by Wheaton of Silver Wheaton. As a result, Wheaton has consolidated Silver Wheaton's results of operations from the date of acquisition, and the cost of the Luismin silver contract has been recorded by Silver Wheaton at Wheaton's carrying value of the Luismin silver properties, plus acquisition costs of $430,000. Upon consolidation, this resulted in a dilution gain of $34,857,000 which has been deferred and is being amortized over the sale of silver under the Luismin Transaction.

    On December 8, 2004, Silver Wheaton entered into an agreement to purchase all of the silver produced by Lundin Mining Corporation's Zinkgruvan mine in Sweden for a payment of $50 million in cash, 30 million (pre-consolidation) Silver Wheaton common shares and 30 million Silver Wheaton common share purchase warrants. In addition, a per ounce cash payment of the lesser of $3.90 and the prevailing market price, subject to adjustment, is due upon delivery of silver (the "Zinkgruvan Transaction"). In connection with the Zinkgruvan Transaction, Silver Wheaton raised gross proceeds of $51 million from a private placement of 81 million subscription receipt units. Wheaton did not participate in this private placement.

    Following the Zinkgruvan Transaction and the related financing, Wheaton's interest in Silver Wheaton was diluted from approximately 75% to 65%, resulting in a dilution gain of $41,612,000 which has been deferred and is being amortized over the sale of silver under the Luismin Transaction.

    Pursuant to the Luismin and Zinkgruvan Transactions, in 2004 Silver Wheaton purchased 1,627,800 ounces of silver at a total cash cost of $3.90 per ounce, and sold 1,505,100 ounces of silver at an average price of $7.30 per ounce. Both of the Luismin and Zinkgruvan mines are low-cost producers, with estimated mine lives in excess of 20 years.

    REVIEW OF DEVELOPMENT PROJECTS

    Amapari Project

    Progress on the construction of the Amapari project has exceeded expectations, with the project on budget and ahead of schedule. Project construction manning numbers now approximate 1,350 personnel, however they will reduce considerably for commissioning and operation. Project commissioning is now targeted for the start of the third quarter 2005, some three months earlier than originally planned.

    The project access road has been completed, thus eliminating the use of the longer, less efficient, exploration access road. The bulk earth moving and civil works have all been completed. Plastic liners have been laid over the first of four heap leach pads, all the process water ponds and the emergency storm pond. Most of the significant concrete pours have also been completed to allow for the erection of the physical infrastructure including the large crusher installation. Steel erection is well underway including the structures for the three crushers, conveyors, agglomeration plant, lime and cement feed systems, and leach pad boom stacker.

    The crushers have been delivered to site with installation to occur immediately. The process plant construction has substantially progressed including process buildings, tankage, refinery and reagent storage facilities. The leach pad reclaimer equipment has also been delivered to site with erection just commencing.

    Pit pre-stripping is well underway with 50% of the owner mining fleet working in the first open pit. Pit excavations are now down 20 metres with about 40,000 tonnes of ore presently stockpiled. Haul road construction has been completed up to the primary crusher area from the first open pit, and also the crossing of a major creek to another larger open pit that is scheduled for mining in the medium term.

    In December 2004, exploration drilling commenced on the Vila De Meio trend immediately south of the existing planned pits. Exploration activity is also expected to commence early in 2005 on the Urucum East prospect adjacent to the northern open pit site and the Timbo prospect along the main project access road.

    Capital expenditures in 2004 were $36.6 million, in line with the budget, with a further $20.4 million committed to be spent in 2005.

    Los Filos Project

    The Los Filos project in Mexico continues to progress well, with production projected to commence in early 2006.

    During 2004 almost 18,000 metres of core drilling were completed, primarily to provide metallurgical samples, improve geotechnical information, increase resource confidence, and for condemnation in areas where mineralization was not closed off by previous drilling. The metallurgical testing program has been completed with results related to recoveries expected to be better than previously disclosed.

    Following encouraging exploration results, several design adjustments to the general scope of the project have been made and the delivery of the Los Filos Feasibility Study is expected in the next few weeks.

    Environmental activities are well advanced and the initial sustainable development program has been completed.

    Approximately 75% of the heavy mining equipment fleet has been purchased and commitments for the acquisition of additional equipment have been made. Capital expenditures in 2004 were $10.9 million, in line with the budget, with a further $35.0 million committed for future development over the next year.

Corporate (in thousands) 2004 2003 2002 -------------------------------------------------------------------- Sales $ (2,977) - - -------------------------------------------------------------------- General and administrative expenses (7,772) $ (4,838) $ (2,430) Interest and finance fees (3,453) (2,089) (405) Gain on sale of marketable securities 1,991 2,095 3,593 Corporate transaction costs (6,934) - - Share option expense (1,755) (467) (199) Foreign exchange gain 607 4,775 Other expenses (3,888) (628) (105) -------------------------------------------------------------------- (21,204) (1,152) 454 -------------------------------------------------------------------- (Loss) earnings before income taxes (24,181) (1,152) 454 Income tax recovery (expense) 1,577 (424) 158 -------------------------------------------------------------------- Corporate net (loss) earnings $(22,604) $ (1,576) $ 612 -------------------------------------------------------------------- --------------------------------------------------------------------

    Charges against sales relate to a gold-indexed interest rate swap transaction and the amortization of the cost of gold puts acquired by the Company in 2003, in connection with a loan facility.

    General and administrative expenses increased in 2004, compared with 2003, reflecting an increased level of corporate activity and the strengthening of the Canadian dollar.

    Interest and finance fees reflect interest incurred on a long-term debt facility, which was repaid in September, 2004. In addition, the Company entered into a $300 million acquisition facility in August 2004 which has yet to be drawn upon, but which incurs a 1% standby fee on any undrawn amount.

    Corporate transaction costs include $2.3 million associated with the merger of Wheaton and Goldcorp completed in February 2005, $3.5 million with respect to the failed attempt to merge with IAMGold in early 2004, and $1.1 million to successfully defend the unsolicited takeover bid for Wheaton by Coeur d'Alene Mines Corporation.

    No significant cash taxes were paid in 2004.

    Non GAAP measures - total cash cost per gold equivalent ounce calculation

    The Company reports total cash costs on a sales basis. In the gold mining industry, this is a common performance measure but does not have any standardized meaning. The following table provides a reconciliation of total cash costs per ounce to the financial statements:

(in thousands, except per ounce amounts) 2004 2003 2002 -------------------------------------------------------------------- Cost of sales per financial statements 150,571 $ 91,954 $ 19,355 Alumbrera equity adjustment (Note 1) - (5,628) - Treatment and refining charges 28,299 15,302 - Non-cash adjustments (2,878) (2,226) - By-product copper sales (201,362) (75,743) - Royalties 7,338 3,712 - -------------------------------------------------------------------- $(18,032) $ 27,371 $19,355 -------------------------------------------------------------------- Divided by gold equivalent ounces sold 606,500 450,100 106,300

Total cash cost per ounce $(30) $61 $ 182

(1) Total cash costs are calculated as if the Company's initial acquisition of a 25% interest in Alumbrera had been accounted for on a proportionately consolidated basis. The consolidated financial statements however present the initial 25% interest using the equity method until the Company increased its interest to 37.5% on June 24, 2003, and thereafter accounted for its interest on a proportionately consolidated basis.

    LIQUIDITY AND CAPITAL RESOURCES

    At December 31, 2004 the Company had cash and cash equivalents of $161.1 million (2003 - $151.9 million) and working capital of $165.5 million (2003 - $147.5 million). In the opinion of management, the working capital at December 31, 2004, together with cash flows from operations, are sufficient to support the Company's normal operating requirements on an ongoing basis.

    Total assets increased to $1,174.3 million at December 31, 2004 from $891.0 million at December 31, 2003. The increase resulted primarily from the acquisition of the Amapari gold development project for $114.6 million and the acquisition by Silver Wheaton of the Zinkgruvan silver contract for $77.9 million.

    In January 2004, Wheaton acquired the Amapari gold development project for total consideration of $114.6 million including acquisition costs. Of the purchase price, $25.0 million was paid in cash, the remainder by way of 33 million common shares and 21.5 million Series "B" common share purchase warrants.

    In connection with the Luismin and Zinkgruvan Transactions, Silver Wheaton raised net proceeds of $98.1 million by issuing a combination of shares and warrants to third parties.

    During 2004, Wheaton generated cash flows from operations of $207.8 million, compared with $126.7 million during 2003.

    In August 2004, the Company entered into a $300 million acquisition facility which is available to finance up to three separate acquisitions. The facility is available until November 24, 2005, and amounts drawn down are required to be refinanced or repaid by February 24, 2006. Net proceeds from any debt refinancing or equity issue (not undertaken in connection with an acquisition) together with the net proceeds from significant asset sales, will be applied to repay amounts outstanding under the facility. Security will be granted under the facility only over acquired assets, together with guarantees by any subsidiaries of Wheaton which acquire such assets. Amounts drawn down under the facility will bear interest at LIBOR plus 2.25% per annum, increasing to LIBOR plus 4.5% per annum over the term of the facility. A 1% standby fee will be incurred on any undrawn amounts. Debt issue costs of $7.2 million have been deferred and are amortized to earnings over the term of the debt facility. A further $1.1 million of debt issue costs will be payable upon the first draw down under this facility.

    During the year, the Company acquired marketable securities for $32.8 million and disposed of marketable securities for proceeds of $34.2 million, realizing a gain on sale of $2.0 million.

    The Company invested a total of $90.6 million in property, plant and equipment in 2004, including expenditures of $36.6 million at Amapari, $10.9 million at Los Filos, $23.2 million at Luismin, $11.7 million at Peak and $8.1 million at Alumbrera.

    During 2004, the Company received cash distributions totalling $126.5 million from Alumbrera (2003 - $35.1 million). Alumbrera commenced accruing cash taxes payable during the year, which will be due in May, 2005. Wheaton's share at December 31, 2004 amounted to $45.4 million.

    A total of 5.6 million share purchase options and warrants were exercised in 2004 for total proceeds of $5.8 million. As of March 4, 2005, there were 573,501,038 common shares of the Company issued and outstanding. In addition, at the same date, the Company has 20,916,497 share purchase options outstanding under its share option plan and 175,104,283 share purchase warrants outstanding.

    During the year, Wheaton repaid a total of $137.6 million of debt (2003 - $54.9 million) and now remains debt free.

    During 2003, the Company acquired a 37.5% interest in Alumbrera and 100% of the Peak gold mine for total consideration of $304.4 million including acquisition costs. Of the 37.5% interest in Alumbrera an initial 25% interest and the 100% interest in Peak was acquired in March, 2003 for cash consideration of $180.3 million and $33.9 million, respectively. A subsequent acquisition of 12.5% of Alumbrera was made in June, 2003, for consideration of $90.2 million, and was satisfied by the payment of $65 million in cash and a promissory note for $25 million. The cash payment was funded by a $75 million loan facility consisting of a $50 million term loan and a $25 million revolving working capital facility, which was subsequently amended to a $75 million revolving working capital facility in June 2004. Debt issue costs of $5.5 million have been deferred and are amortized to earnings over the original term of the debt.

    Also, during 2003, Wheaton acquired a 100% interest in the Los Filos gold development project, together with a 21.2% interest in the El Limon gold project for total cash consideration of $89.5 million.

    During 2003, the Company issued 85.7 million common shares and 42.9 million common share purchase warrants in three separate equity financings for net proceeds of $347.8 million, which were used primarily to fund the acquisitions.

    Derivative instruments

    The Company has employed metal, interest rate and Canadian Dollar forward and option contracts to manage exposure to fluctuations in metal prices and foreign currency exchange rates. In 2003, in conjunction with debt financing, the Company acquired put options to sell gold at a price of $300 per ounce during the period from January 2004 to June 2008. At December 31, 2004, the Company held put options to sell 525,000 ounces of gold and the fair value of these options was $280,000. During 2003, the Company also entered into a gold-indexed interest rate swap transaction which has a fair value at December 31, 2004 of minus $1,111,000.

    Contractual obligations

    Commitments exist at Luismin, Peak, Alumbrera and Amapari for capital expenditures in 2005 of $59.1 million. The Company rents premises and leases equipment under operating leases that expire over the next nine years. Operating lease expense in 2004 was $2.1 million (2003 $2.2 million; 2002 - $0.9 million). Following is a schedule of future minimum rental and lease payments required:

(in thousands) ----------------------------------------------- 2005 $2,259 2006 1,296 2007 905 2008 595 2009 525 ----------------------------------------------- 5,580 Thereafter 1,084 ----------------------------------------------- Total minimum payments required $6,664 ----------------------------------------------- -----------------------------------------------

    Related party transactions

    In 2001, the Company entered into a financial advisory agreement with Endeavour Financial Corporation ("Endeavour"), a corporation which until July 2004 had two directors in common. Under the terms of this agreement, which can be cancelled on 30 days notice, Endeavour provides financial advisory services to the Company and is entitled to a monthly fee of $10,000 and a success fee to be negotiated based on the value of any acquisitions, dispositions and financings. During 2004, Endeavour was paid consulting and financial advisory fees of $1.7 million (2003 - $2.3 million; 2002 - $1.5 million), primarily related to services provided in securing the Company's $300 million acquisition facility. A further fee of $1.1 million is payable to Endeavour upon the first draw down under this facility and $5 million was paid upon the successful completion of the merger with Goldcorp on February 14, 2005.

    RISKS AND UNCERTAINTIES

    The main risks that can affect the profitability of the Company include changes in metal prices, currency fluctuations, government regulation, foreign operations and environmental.

    Metal prices

    Profitability of the Company depends on metal prices for gold, silver and copper. A 10% change in the gold, silver or copper prices would impact 2005 budgeted net earnings by approximately 15%, 4% or 13%, respectively.

    Gold, silver and copper prices are affected by numerous factors such as the sale or purchase of gold and silver by various central banks and financial institutions, interest rates, exchange rates, inflation or deflation, fluctuations in the value of the US dollar and foreign currencies, global and regional supply and demand, and the political and economic conditions of major gold, silver and copper-producing countries throughout the world.

    Currency fluctuations

    Exchange rate fluctuations may affect the costs that the Company incurs in its operations. Gold, silver and copper are sold in US dollars and the Company's costs are incurred principally in US dollars, Canadian dollars, Mexican pesos, Argentine pesos, Australian dollars and Brazilian reals. The appreciation of non-US dollar currencies against the US dollar can increase the cost of gold, silver and copper production in US dollar terms. From time to time, the Company transacts currency hedging to reduce the risk associated with currency fluctuations. There is no assurance that its hedging strategies will be successful. Currency hedging may require margin activities. Sudden fluctuations in currencies could result in margin calls that could have an adverse effect on the Company's financial position.

    A 10% change in foreign exchange rates would have an approximate 9% impact on 2005 budgeted net earnings.

    Government regulation

    The mining, processing, development and mineral exploration activities of the Company are subject to various laws governing prospecting, development, production, taxes, labour standards and occupational health, mine safety, toxic substances, land use, water use, land claims of local people and other matters. No assurance can be given that new rules and regulations will not be enacted or that existing rules and regulations will not be applied in a manner which could increase the cost of operations.

    Foreign operations

    The majority of the Company's operations are currently conducted in Mexico, Argentina, Australia and Brazil, and as such the Company's operations are exposed to various levels of political, economic and other risks and uncertainties. These risks and uncertainties vary from country to country and include, but are not limited to, terrorism; hostage taking; military repression; extreme fluctuations in currency exchange rates; high rates of inflation; labour unrest; the risks of war or civil unrest; expropriation and nationalization; renegotiation or nullification of existing concessions, licenses, permits and contracts; illegal mining; changes in taxation policies; restrictions on foreign exchange and repatriation; and changing political conditions, currency controls and governmental regulations that favour or require the awarding of contracts to local contractors or require foreign contractors to employ citizens of, or purchase supplies from, a particular jurisdiction.

    Changes, if any, in mining or investment policies or shifts in political attitude in Mexico, Argentina, Australia and Brazil could adversely affect the Company's operations or profitability. Operations may be affected in varying degrees by government regulations with respect to, but not limited to, restrictions on production, price controls, export controls, currency remittance, income taxes, expropriation of property, foreign investment, maintenance of claims, environmental legislation, land use, land claims of local people, water use and mine safety.

    Failure to comply strictly with applicable laws, regulations and local practices relating to mineral right applications and tenure, could result in loss, reduction or expropriation of entitlements, or the imposition of additional local or foreign parties as joint venture partners with carried or other interests.

    The occurrence of these various factors and uncertainties cannot be accurately predicted and could have an adverse effect on the Company's operations or profitability.

    Environmental

    All phases of the Company's operations are subject to environmental regulation in the various jurisdictions in which it operates. These regulations mandate, among other things, the maintenance of air and water quality standards and land reclamation. They also set forth limitations on the generation, transportation, storage and disposal of solid and hazardous waste. Environmental legislation is evolving in a manner which will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, directors and employees. There is no assurance that future changes in environmental regulation, if any, will not adversely affect the Company's operations.

    Government approvals and permits are currently, and may in the future be, required in connection with the Company's operations. To the extent such approvals are required and not obtained, the Company could be curtailed or prohibited from continuing its mining operations or from proceeding with planned exploration or development of mineral properties.

    The mining and milling facilities at the San Dimas and San Martin mines are in compliance with Mexican environmental standards but are not in compliance with World Bank Group/International Finance Corporation ("IFC") environmental and social guidelines. The tailings impoundments at these units are being remediated in accordance with best practice.

    The tailings impoundment at the recently acquired Nukay mine is not in compliance with Mexican environmental standards. Luismin is in the process of evaluating the facility to determine the best course of action for bringing the tailings facility into compliance with both Mexican and World Bank Group/IFC environmental guidelines. Luismin is also in the process of bringing all of its mine sites into compliance with World Bank Group/IFC environmental and social guidelines.

    CRITICAL ACCOUNTING ESTIMATES

    The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenditures during the reporting period. Management has identified property, plant and equipment and provision for reclamation and closure as the main estimates for the following discussion. Note 2 of the Company's consolidated financial statements describes all of the significant accounting policies.

    Property, plant and equipment

    Property, plant and equipment are the most significant assets of the Company, representing $754.8 million at December 31, 2004. This amount represents the capitalized expenditures related to the acquisition, exploration and development of mineral deposits. Construction costs on development projects are capitalized until the mine is substantially complete and ready for production. The Company estimates its reserves and resources and the economic life of its mines and utilizes this information to calculate depletion and amortization expense. Depletion of mine properties is charged on a unit-of-production basis over proven and probable reserves and a portion of resources expected to be converted to reserves. Depreciation of plant and equipment is calculated using the straight-line method, based on estimated useful lives, over three to forty years.

    Provision for reclamation and closure

    Reclamation and closure costs have been estimated based on the Company's interpretation of current regulatory requirements, however changes in regulatory requirements and new information may result in revisions to estimates. The Company recognizes the fair value of liabilities for reclamation and closure costs in the period in which they are incurred. A corresponding increase to the carrying amount of the related assets is generally recorded and depreciated over the life of the asset.

    The Company estimates that its discounted and undiscounted reclamation and closure liability will be $19,229,000 and $31,915,000, respectively.

    CHANGES IN ACCOUNTING POLICIES

    Stock-based compensation and other stock-based payments

    Effective January 1, 2004, the Company adopted the amended recommendations of the CICA Handbook Section 3870, "Stock-based Compensation and Other Stock-based Payments". Under the amended standards of this Section, the fair value of all stock-based awards granted are estimated using the Black-Scholes model and are recorded in operations over their vesting periods. The compensation cost related to share purchase options granted after January 1, 2004 is recorded in operations. As a result, 2004 opening retained earnings was reduced by $16.8 million, share purchase options (a separate component of shareholders' equity) increased by $14.9 million, share capital increased by $1.9 million and contributed surplus increased by $0.1 million.

    Stock-based compensation expense is determined using an option pricing model assuming no dividends are to be paid, a weighted average volatility of the Company's share price of 50% (2003 - 60%; 2002 - 70%), an annual risk free interest rate of 3% (2003 - 4%; 2002 - 5%) and expected lives of three years (2003 - three years; 2002 - five years). The total compensation expense recognized in the statement of operations for share purchase options granted in 2004 amounted to $6,801,000 (2003 - $0.5 million; 2002 - $0.2 million). Had the same basis been applied to share purchase options granted in 2003 and 2002 as it was in 2004, total compensation expense recognized in the statement of operations for 2003 and 2002 would have been $15.9 million and $0.9 million, respectively.

    OUTLOOK

    Construction of the Amapari project in Brazil is expected to be completed with the commencement of operations by early in the third quarter of 2005, well in advance of the original schedule. The Los Filos project in Mexico continues to progress well, with production expected to commence in early 2006. Environmental activities are well advanced and the initial sustainable development program has been completed.

    Capital expenditures planned in 2005 approximate $152 million, of which $40 million will be incurred at Amapari, $94 million at Luismin ($68 million relating to Los Filos and $26 million to San Dimas and San Martin), and $18 million at Peak.

    In 2005, Wheaton expects to produce 675,000 gold equivalent ounces at a total cash cost of less than $50 per gold equivalent ounce. By 2006, with the Los Filos and Amapari projects in operation, overall production will increase to over 950,000 gold equivalent ounces at a total cash cost of less than $100 per gold equivalent ounce.

    In December 2004, the Company announced it had reached an agreement in principle to combine with Goldcorp through a share exchange take-over bid whereby Goldcorp offered one common share of Goldcorp for every four common shares of Wheaton. On February 10, 2005, Goldcorp shareholders approved the combination and on February 14, 2005, approximately 69% of Wheaton common shares were tendered to the Goldcorp offer. As a result, effective February 15, 2005, Goldcorp will consolidate the operations of Wheaton. The combination will create one of the world's lowest cost, million ounce gold producers. 2005 gold production of the combined company is expected to exceed 1.1 million ounces of gold at a total cash cost of less than $60 per ounce. By 2007, gold production is expected to grow to 1.5 million ounces with commencement of operation at Los Filos and Amapari and the expansion of the Red Lake Mine shaft. The combined company will have a strong balance sheet with over $500 million in cash and gold bullion, and no debt.

    March 4, 2005

    Additional information relating to the Company, including its Annual Information Form, is available on SEDAR at www.sedar.com.

    This Management's Discussion & Analysis contains certain forward-looking statements. All statements, other than statements of historical fact, included herein, including without limitation, statements regarding future plans and objectives of the Company are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed in Company documents filed from time to time with the Toronto Stock Exchange and other regulatory authorities.

Consolidated Statements of Operations Years Ended December 31 (US dollars and shares in thousands, except per share amounts)

Note 2004 2003 2002 -------------------------------------------------------------------- Sales $ 419,182 $ 212,633 $ 34,693 -------------------------------------------------------------------- Cost of sales 150,571 91,954 19,355 Depreciation and depletion 47,498 32,393 3,028 Royalties 7,338 3,712 28 -------------------------------------------------------------------- 205,407 128,059 22,411 -------------------------------------------------------------------- Earnings from mining operations 213,775 84,574 12,282 -------------------------------------------------------------------- Expenses and other income General and administrative 12,975 9,654 6,329 Interest and finance fees 5,871 4,318 487 Exploration 3,494 1,875 2,126 Depreciation and amortization 4,228 1,778 108 Corporate transaction costs 5 6,934 - - Other expense (income) 6 2,301 (8,430) (4,823) -------------------------------------------------------------------- 35,803 9,195 4,227 -------------------------------------------------------------------- Earnings before the following 177,972 75,379 8,055 Equity in earnings of Minera Alumbrera Ltd. 4(c) - 7,324 - -------------------------------------------------------------------- Earnings before income taxes and non-controlling interest 177,972 82,703 8,055 Income tax expense 7 35,144 25,044 2,453 Non-controlling interest 16 707 - - -------------------------------------------------------------------- Net earnings $ 142,121 $ 57,659 $ 5,602 -------------------------------------------------------------------- --------------------------------------------------------------------

Earnings per share 17(d) Basic $ 0.25 $ 0.14 $ 0.04 -------------------------------------------------------------------- -------------------------------------------------------------------- Diluted $ 0.22 $ 0.13 $ 0.04 -------------------------------------------------------------------- --------------------------------------------------------------------

Weighted-average number of shares outstanding 17(d) Basic 568,442 412,035 137,327 -------------------------------------------------------------------- -------------------------------------------------------------------- Diluted 651,216 439,214 143,227 -------------------------------------------------------------------- --------------------------------------------------------------------

The accompanying notes form an integral part of these consolidated financial statements

Consolidated Balance Sheets At December 31 (US dollars and shares in thousands)

Note 2004 2003 ----------------------------------------------------------- Assets Current Cash and cash equivalents $ 161,131 $ 51,878 Appropriated cash - 8,840 Marketable securities 8 3,200 1,142 Accounts receivable 46,994 31,824 Income tax receivable 2,774 - Inventories 9 31,554 26,809 Other 8,940 4,287 ----------------------------------------------------------- 254,593 224,780 Property, plant and equipment 10 754,836 583,911 Stockpiled ore 9 58,820 60,736 Future income taxes 7 9,667 7,211 Silver contract 3 77,708 - Other 11 18,661 14,367 ----------------------------------------------------------- $1,174,285 $ 891,005 ----------------------------------------------------------- ----------------------------------------------------------- Liabilities Current Accounts payable and accrued liabilities 12 $ 41,323 $ 31,402 Income taxes payable 45,786 1,062 Current portion of long-term debt 13 - 41,000 Other 2,001 3,832 ----------------------------------------------------------- 89,110 77,296 Long-term debt 13 - 81,423 Future income taxes 7 118,918 133,881 Deferred revenue 3 75,894 - Provision for reclamation and closure 14 19,229 19,604 Future employee benefits and other 15 22,450 22,683 ----------------------------------------------------------- 325,601 334,887 ----------------------------------------------------------- Non-controlling interest 16 54,521 - ----------------------------------------------------------- Shareholders' Equity Share purchase options 17 15,630 877 Contributed surplus 704 600 Share purchase warrants 16,660 - Share capital 17 Common shares: Authorized - unlimited shares, no par value; Issued and outstanding - 572,247 (December 31, 2003 - 533,697) 586,345 505,090 Retained earnings 174,824 49,551 ----------------------------------------------------------- 794,163 556,118 ----------------------------------------------------------- $1,174,285 $ 891,005 ----------------------------------------------------------- ----------------------------------------------------------- Commitments (note 20) Subsequent events (note 22)

Ian Telfer, Director Douglas Holtby, Director

The accompanying notes form an integral part of these consolidated financial statements

Consolidated Statements of Shareholders' Equity Years Ended December 31 (US dollars, shares and warrants in thousands)

Share Purchase Common Shares Warrants Shares Amount Warrants Amount -------------------------------------------------------------------- At January 1, 2002 56,601 $ 25,999 13,000 $ 3,110 Special warrants issued - - 110,000 82,068 Special warrants exercised 119,910 85,178 (119,910) (85,178) Warrants issued on exercise of special warrants - - 64,910 - Share options exercised 1,355 411 - - Warrants exercised 3,450 2,010 (3,450) - Shares issued on acquisition of Luismin SA de CV 9,084 6,805 - - Share issue costs, net of tax - (5,251) - - Fair value of share purchase options issued to non-employees - - - - Net earnings - - - - -------------------------------------------------------------------- At December 31, 2002 190,400 115,152 64,550 - Share options exercised 6,621 5,431 - - Warrants exercised 9,602 5,192 (9,602) - Shares and warrants issued 327,074 402,266 100,360 - Share issue costs, net of tax - (22,951) - - Fair value of share purchase options issued to non-employees - - - - Net earnings - - - - -------------------------------------------------------------------- At December 31, 2003 533,697 505,090 155,308 - Cumulative effect of change in accounting policy (note 2 (t)) - 1,883 - - Share options exercised 5,074 6,961 - Warrants exercised 476 672 (476) - Shares and warrants issued on acquisition of Amapari (note 4 (a)) 33,000 71,885 21,516 16,660 Share issue costs, net of tax - (146) - - Fair value of share purchase options issued - - - - Net earnings - - - - -------------------------------------------------------------------- At December 31, 2004 572,247 $586,345 176,348 $ 16,660 -------------------------------------------------------------------- -------------------------------------------------------------------- Shareholders' Equity (note 17)

The accompanying notes form an integral part of these consolidated financial statements

Consolidated Statements of Shareholders' Equity Years Ended December 31 (US dollars, shares and warrants in thousands)

Share Contr- Retained Purchase ibuted Earnings Options Surplus (Deficit) Total -------------------------------------------------------------------- At January 1, 2002 $ 317 $600 $(13,710) $ 16,316 Special warrants issued - - - 82,068 Special warrants exercised - - - - Warrants issued on exercise of special warrants - - - - Share options exercised - - - 411 Warrants exercised - - - 2,010 Shares issued on acquisition of Luismin SA de CV - - - 6,805 Share issue costs, net of tax - - - (5,251) Fair value of share purchase options issued to non-employees 93 - - 93 Net earnings - - 5,602 5,602 -------------------------------------------------------------------- At December 31, 2002 410 600 (8,108) 108,054 Share options exercised - - - 5,431 Warrants exercised - - - 5,192 Shares and warrants issued - - - 402,266 Share issue costs, net of tax - - - (22,951) Fair value of share purchase options issued to non-employees 467 - - 467 Net earnings - - 57,659 57,659 -------------------------------------------------------------------- At December 31, 2003 877 600 49,551 556,118 Cumulative effect of change in accounting policy (note 2 (t)) 14,861 104 (16,848) - Share options exercised (1,863) - 5,098 Warrants exercised - 672 Shares and warrants issued on acquisition of Amapari (note 4 (a)) - - - 88,545 Share issue costs, net of tax - - - (146) Fair value of share purchase options issued 1,755 - 1,755 Net earnings - - 142,121 142,121 -------------------------------------------------------------------- At December 31, 2004 $15,630 $704 $174,824 $794,163 -------------------------------------------------------------------- -------------------------------------------------------------------- Shareholders' Equity (note 17)

The accompanying notes form an integral part of these consolidated financial statements

Consolidated Statements of Cash Flows Years Ended December 31 (US dollars in thousands)

Note 2004 2003 2002 -------------------------------------------------------------------- Operating Activities Net earnings $ 142,121 $ 57,659 $ 5,602 Reclamation expenditures (1,050) (1,854) (685) Defined benefit pension plan contributions (1,715) (463) - Cash distribution from Minera Alumbrera Ltd. - 12,610 - Items not affecting cash Depreciation, depletion and amortization 51,726 34,171 3,136 Accretion expense on provision for reclamation 621 793 47 Amortization of deferred revenue (575) - - Gain on sale of marketable securities 6 (1,991) (2,095) (3,593) Future employee benefits 2,007 924 380 Future income taxes 7 (12,308) 24,281 2,606 Share purchase options 6 6,801 467 199 Non-controlling interest 16 707 - - Equity in earnings of Minera Alumbrera Ltd. - (7,324) - Other (1,365) 920 (1,090) Change in non-cash working capital 18 22,835 6,589 (2,241) -------------------------------------------------------------------- Cash generated by operating activities 207,814 126,678 4,361 -------------------------------------------------------------------- Financing Activities Long-term debt - 75,000 - Repayment of long-term debt (137,623) (54,919) - Common shares issued 17 5,770 390,522 2,421 Common share and special warrant issue costs (146) (25,551) (5,251) Shares issued by subsidiary to non-controlling interest 98,057 - - Debt issue costs 13(a),(b) (8,459) (4,242) - Deferred gold put options - (5,786) - Special warrants issued - - 82,068 -------------------------------------------------------------------- Cash (applied to) generated by financing activities (42,401) 375,024 79,238 -------------------------------------------------------------------- Investing Activities Proceeds on sale of marketable securities 34,243 4,013 6,169 Purchases of marketable securities (32,812) - - Property, plant and equipment (90,646) (29,010) (5,214) Acquisitions, net of cash acquired 18 (25,785) (347,766) (76,886) Silver contracts purchased 3 (50,000) - - Appropriated cash 8,840 - - Short-term money market instruments - - 13,013 Other - 3 520 -------------------------------------------------------------------- Cash applied to investing activities (156,160) (372,760) (62,398) -------------------------------------------------------------------- Increase in cash and cash equivalents 9,253 128,942 21,201 Cash and cash equivalents, beginning of year 151,878 22,936 1,735 -------------------------------------------------------------------- Cash and cash equivalents, end of year $ 161,131 $ 151,878 $ 22,936 -------------------------------------------------------------------- -------------------------------------------------------------------- Supplemental cash flow information 18

The accompanying notes form an integral part of these consolidated financial statements

Notes to the Consolidated Financial Statements Years Ended December 31 2004, 2003 and 2002 (US dollars)

    1. DESCRIPTION OF BUSINESS AND NATURE OF OPERATIONS

    Wheaton River Minerals Ltd. (the "Company") is engaged in gold mining and related activities including exploration, extraction, processing, refining and reclamation. The Company has mining operations in Mexico, Argentina and Australia, project development activities in Mexico and Brazil, and on-going exploration activities in Mexico, Australia and Brazil. During 2002 it also carried on exploration activities in Canada. During 2004, the Company completed the reclamation of the Golden Bear Mine in Canada, which ceased commercial production in 2001.

    On March 18, 2003 the Company acquired the Peak Mine in Australia and a 25% indirect interest in the Alumbrera Mine in Argentina (note 4 (c)). On June 24, 2003 the Company acquired an additional 12.5% indirect interest in the Alumbrera Mine (note 4 (c)). On October 31, 2003, the Company acquired the Los Filos gold project, together with a 21.2% interest (of which 14% is a carried interest) in the El Limon gold project, both located in Mexico (note 4 (b)).

    On January 9, 2004, the Company acquired the Amapari gold project in northern Brazil (note 4 (a)).

    On October 15, 2004, the Company acquired a 75% interest in Silver Wheaton Corp. ("Silver Wheaton"), formerly Chap Mercantile Inc, pursuant to an agreement to sell 100% of the silver produced from the Company's Mexican operations to Silver Wheaton (note 3). Subsequently, the Company's interest in Silver Wheaton was diluted to 65%.

    On February 14, 2005, the Company successfully completed a business combination with Goldcorp Inc. ("Goldcorp") (note 22).

    2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    (a) Canadian generally accepted accounting principles

    These consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles ("GAAP").

    (b) Basis of presentation

    These consolidated financial statements include the accounts of the Company and its subsidiaries. Principal subsidiaries and investments at December 31, 2004 are listed below:

Operations and Development Ownership Projects Subsidiary Location Interest Status Owned -------------------------------------------------------------------- Luismin SA de CV ("Luismin") Mexico 100% Consolidated San Dimas, San Martin and Nukay mines and Los Filos development project

Peak Gold Mines Pty Ltd. ("Peak") Australia 100% Consolidated Peak mine

Minera
ao Pedra Branco do Amapari Ltd. a ("Amapari") Brazil 100% Consolidated Amapari development project

Minera Alumbrera Ltd. ("Alumbrera") Argentina 37.5% Proportionately Alumbrera consolidated mine

Silver Wheaton Corp. ("Silver Wheaton") Canada 65% Consolidated Silver purchase contracts in Mexico and Sweden

    (c) Investment in Minera Alumbrera Ltd.

    On March 18, 2003 the Company acquired a 25% indirect interest in Alumbrera which was accounted for using the equity method and the Company's share of earnings of Alumbrera have been included in the earnings of the Company since that date.

    On June 24, 2003 the Company acquired an additional 12.5% indirect interest in Alumbrera. As a result of this acquisition and acquisition of control of an intermediate holding company, the Company now has joint control over Alumbrera through certain matters requiring unanimous consent in the shareholders' agreement and, therefore, the Company has proportionately consolidated its 37.5% share of the financial statements of Alumbrera from June 24, 2003 onwards. On this basis, the Company records its 37.5% share of the assets, liabilities, revenues and expenses of Alumbrera in these consolidated financial statements.

    (d) Use of estimates

    The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenditures during the reporting period. Significant areas where management's judgment is applied are asset valuations, depreciation and depletion, income taxes, employee future benefits, contingent liabilities and provision for reclamation. Actual results could differ from those reported.

    (e) Foreign currency translation

    The Company's functional and reporting currency is the United States dollar. Foreign currency monetary assets and liabilities are translated into United States dollars at the exchange rates prevailing at the balance sheet date. Non-monetary assets denominated in foreign currencies are translated using the rate of exchange at the transaction date. Foreign currency transactions are translated at the United States dollar rate prevailing on the transaction dates. Foreign exchange gains and losses are included in the determination of earnings.

    (f) Financial instruments

    The carrying values of cash and cash equivalents, appropriated cash, marketable securities, accounts receivable, accounts payable and accrued liabilities and long-term debt approximate their fair values.

    The Company has employed metal, interest rate and Canadian dollar forward and option contracts to manage exposure to fluctuations in metal prices and foreign currency exchange rates. Hedging gains or losses are recognized in sales when the hedged production is sold.

    (g) Revenue recognition

    Revenue from the sale of metals is recognized in the accounts when title and risk passes to the buyer, collection is reasonably assured and the price is reasonably determinable. Revenue from the sale of metals may be subject to adjustment upon final settlement of estimated metal prices, weights and assays. Adjustments to revenue for metal prices are recorded monthly and other adjustments are recorded on final settlement. Refining and treatment charges are netted against revenue.

    (h) Exploration and development expenditures

    Significant property acquisition costs are capitalized. Exploration and development expenditures are expensed until a positive economic analysis has been completed that indicates the property is economically feasible. Capitalized costs are written down to their estimated recoverable amount if the properties are determined to be uneconomic or are placed for sale.

    (i) Income and resource taxes

    The provision for income and resource taxes is based on the liability method. Future taxes arise from the recognition of the tax consequences of temporary differences by applying enacted or substantively enacted tax rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of certain assets and liabilities. The Company records a valuation allowance against any portion of those future income tax assets that it believes will, more likely than not, fail to be realized.

    (j) Earnings per share

    Earnings per share calculations are based on the weighted average number of common shares and common share equivalents issued and outstanding during the year. Diluted earnings per share are calculated using the treasury method, which requires the calculation of diluted earnings per share by assuming that outstanding share purchase options and warrants, with exercise prices that exceed the average market price of the common shares for the year, are exercised and the proceeds are used to repurchase shares of the Company at the average market price of the common shares for the period.

    (k) Cash and cash equivalents

    Cash and cash equivalents include cash, and those short-term money market instruments that are readily convertible to cash with an original term of less than 91 days.

    (l) Short-term money market instruments

    Short-term money market instruments are those which are due within one year but have an original term of greater than 90 days.

    (m) Marketable securities

    Marketable securities are carried at the lower of cost and market value on a portfolio basis.

    (n) Inventories

    Product inventory is valued at the lower of average cost and net realizable value. Inventories of supplies are valued at the lower of average cost and replacement cost net of a provision for obsolescence. Inventories at December 31, 2004 included an obsolescence provision of $1,261,000 (2003 - $993,000).

    (o) Property, plant and equipment

    Property, plant and equipment are recorded at cost. Significant costs related to property acquisitions including undeveloped mineral interests are capitalized until the viability of the mineral interest is determined. When it has been established that a mineral deposit is commercially mineable and a decision has been made to prepare a mining plan (which occurs upon completion of a positive economic analysis of the mineral deposit), the development costs subsequently incurred are capitalized. Construction costs on development projects are capitalized until the mine is substantially complete and ready for productive use. Major development expenditures incurred to expose the ore, increase production or extend the life of an existing mine are capitalized. Capitalized costs are written down to their estimated recoverable amount if the properties are determined to be uneconomic or are placed for sale.

    Interest and finance costs relating to the construction of plant and equipment are capitalized prior to the commencement of commercial production of a new mine.

    Depletion of mine properties is charged on a unit-of-production basis over proven and probable reserves and a portion of resources expected to be converted to reserves. Depreciation of plant and equipment is calculated using the straight-line method, based on estimated useful lives, over three to forty years.

    Evaluations of the carrying values of each operation and development property are undertaken in each reporting period to determine if estimated undiscounted future net cash flows are less than the carrying value. Estimated undiscounted future net cash flows are calculated using estimated production sales prices and operating costs, capital costs and reclamation and closure costs. If it is determined that the future net cash flows from an operation or development property are less than the carrying value then a write-down is recorded with a charge to operations.

    (p) Silver contract

    Contracts for which settlement is called for in silver are recorded at cost. These assets are depreciated on a unit-of-sale basis over the estimated recoverable reserves and resources at the mine corresponding to the specific contract.

    Evaluations of the carrying values of each contract are undertaken in each reporting period to determine if estimated undiscounted future net cash flows are less than the carrying value. Estimated undiscounted future net cash flows are calculated using estimated production, sales prices and purchase costs. If it is determined that the future net cash flows from an operation are less than the carrying value then a write-down is recorded with a charge to operations.

    (q) Deferred revenue and non-controlling interest

    Non-controlling interest exists on less than wholly-owned subsidiaries of the Company and represents the outside interest's share of the carrying values of the subsidiaries. When the subsidiary company issues its own shares to outside interests, a dilution gain or loss arises as a result of the difference between the Company's share of the proceeds and the underlying equity of the shares involved. Dilution gains that do not represent the culmination of earnings are deferred and recognized as revenue on a systematic basis.

    (r) Provision for reclamation and closure

    On January 1, 2003 the Company adopted the standard of the CICA Handbook, "Asset Retirement Obligations", which requires that the fair value of liabilities for asset retirement obligations be recognized in the period in which they are incurred. A corresponding increase to the carrying amount of the related assets is generally recorded and depreciated over the life of the asset. The amount of the liability is subject to re-measurement at each reporting period. This differs from the prior practice that involved accruing for the estimated reclamation and closure liability through charges to income on a unit-of-production basis over the estimated life of the mine. The effect of the change had no material impact on the Company's consolidated financial statements.

    Reclamation and closure costs have been estimated based on the Company's interpretation of current regulatory requirements. The fair value of the estimated reclamation and closure expenses for Luismin, Los Filos, Peak, Alumbrera and Amapari were recorded as a liability on acquisition. Fair value was determined as the discounted future cash expenditures.

    (s) Future employee benefits

    Seniority premiums, to which some employees are entitled upon termination of employment after 15 years of service, as well as the obligations under the Company's non-contributory retirement plan for employees, are recognized as expenses of the years in which the services are rendered. This is completed through contributions to an irrevocable trust fund and the establishment of accruals, based on actuarial studies made by independent actuaries.

    (t) Stock-based compensation

    Effective January 1, 2004, the Company adopted the amended recommendations of the CICA Handbook Section 3870, "Stock-based Compensation and Other Stock-based Payments". Under the amended standards of this Section, the fair value of all stock-based awards granted are estimated using the Black-Scholes model and are recorded in operations over their vesting periods. The compensation cost related to share purchase options granted after January 1, 2004 is recorded in operations.

    Previously, the Company provided note disclosure of pro forma net earnings and pro forma earnings per share as if the fair value based method had been used to account for share purchase options granted to employees, directors and officers after January 1, 2002. The amended recommendations have been applied retroactively from January 1, 2002 without restatement of prior periods. As a result, as of January 1, 2004, retained earnings decreased by $16,848,000, share purchase options (a separate component of shareholders' equity) increased by $14,861,000, share capital increased by $1,883,000 and contributed surplus increased by $104,000.

    The total compensation expense recognized in the statement of operations for share purchase options granted in 2004 amounted to $6,801,000. Had the same basis been applied to share purchase options granted in 2003 and 2002, net earnings would have been as follows:

(in thousands, except per share amounts) 2003 2002 -------------------------------------------------------------------- Net earnings $ 57,659 $ 5,602 Additional compensation expense (15,925) (923) -------------------------------------------------------------------- Pro forma net earnings $ 41,734 $ 4,679 -------------------------------------------------------------------- -------------------------------------------------------------------- Pro forma basic and diluted earnings per share $ 0.10 $ 0.03 -------------------------------------------------------------------- --------------------------------------------------------------------

    Stock-based compensation expense is determined using an option pricing model assuming no dividends are to be paid, a weighted average volatility of the Company's share price of 50% (2003 - 60%; 2002 - 70%), an annual risk free interest rate of 3% (2003 - 4%; 2002 - 5%) and expected lives of three years (2003 - three years; 2002 - five years).

    (u) Comparative amounts

    Certain comparative amounts have been reclassified to conform to presentation in the current year.

    3. SILVER WHEATON CORP.

    On October 15, 2004, the Company entered into an agreement to sell to Silver Wheaton, an inactive public company, all of the silver produced by Wheaton's Luismin mining operations in Mexico for upfront consideration of $36.7 million (Cdn$46 million) in cash and 540 million (pre-consolidation) Silver Wheaton common shares, plus a per ounce cash payment of the lesser of $3.90 and the prevailing market price of delivered silver, subject to adjustment (the "Luismin Transaction").

    The Luismin Transaction resulted in the acquisition of control by Wheaton of Silver Wheaton. As a result, Wheaton has consolidated Silver Wheaton's results of operations from the date of acquisition, and the cost of the Luismin silver contract has been recorded by Silver Wheaton at Wheaton's carrying value of the Luismin silver properties, plus acquisition costs of $430,000. Upon consolidation, this resulted in a dilution gain of $34,857,000 which has been deferred and is being amortized on a unit-of-sale basis under the Luismin Transaction.

    On December 8, 2004, Silver Wheaton entered into an agreement to purchase all of the silver produced by Lundin Mining Corporation's Zinkgruvan mine in Sweden for a payment of $50 million in cash, 30 million (pre-consolidation) Silver Wheaton common shares and 30 million Silver Wheaton common share purchase warrants. In addition, a per ounce cash payment of the lesser of $3.90 and the prevailing market price, subject to adjustment, is due (the "Zinkgruvan Transaction"). The Zinkgruvan mine is expected to produce approximately two million ounces of silver annually for a minimum of 20 years. The allocation of the purchase price is as follows:

(in thousands) Purchase price: (a) Cash $ 50,000 Silver Wheaton common shares and warrants 27,866 Acquisition costs 53 -------------------------------------------------------------- $ 77,919 -------------------------------------------------------------- -------------------------------------------------------------- (a) As of December 31, 2004, $211,000 has been amortized to operations such that the net book value of the silver contract at December 31, 2004 is $77,708,000.

    In connection with the Zinkgruvan Transaction, Silver Wheaton raised gross proceeds of $51 million from a private placement of 81 million subscription receipt units. Wheaton did not participate in this private placement.

    Following the Zinkgruvan Transaction and the related financing, Wheaton's interest in Silver Wheaton was diluted from approximately 75% to 65%, resulting in a dilution gain of $41,612,000 which has been deferred and is being amortized on a unit-of-sale basis under the Luismin Transaction.

(in thousands) Deferred revenue: At January 1, 2004 $ - Dilution gain arising from Luismin Transaction 34,857 Dilution gain arising from Zinkgruvan Transaction 41,612 Deferred revenue recognized in the year (575) -------------------------------------------------------------- At December 31, 2004 $ 75,894 -------------------------------------------------------------- --------------------------------------------------------------

    4. ACQUISITIONS

    (a) Amapari gold development project

    On January 9, 2004 the Company acquired a 100% interest in the Amapari gold development project in Brazil for total consideration of $114,649,000 including acquisition costs. Of the purchase price, $25,000,000 was paid in cash and $88,545,000 by way of 33 million Wheaton common shares and 21.5 million Series "B" common share purchase warrants.

    The acquisition of Amapari has been accounted for using the purchase method. The allocation of the purchase price is summarized in the table below.

(in thousands) Purchase price: Cash paid $ 25,000 Shares and share purchase warrants issued 88,545 Acquisition costs 1,104 -------------------------------------------------------------- $114,649 -------------------------------------------------------------- -------------------------------------------------------------- Net assets acquired: Cash $ 319 Non-cash working capital (2,368) Property, plant and equipment 131,898 Debt acquired (15,200) -------------------------------------------------------------- $114,649 -------------------------------------------------------------- --------------------------------------------------------------

    Project debt of $15,200,000 due to Anglogold Brazil Ltda., assumed in connection with the acquisition, was repaid in June 2004 out of cash on hand.

    (b) Los Filos and El Limon gold development projects

    On October 31, 2003, the Company acquired a 100% interest in the Los Filos gold development project, together with a 21.2% interest (of which 14% is a carried interest) in the El Limon gold project from Teck Cominco Limited and Miranda Mining Corporation. Both projects are located in Mexico. The purchase price was $89,486,000 including acquisition costs. The acquisition has been accounted for using the purchase method and the allocation of the purchase price is summarized in the table below.

(in thousands) Purchase price: Cash paid $ 87,020 Acquisition costs 2,466 -------------------------------------------------------------- $ 89,486 -------------------------------------------------------------- -------------------------------------------------------------- Net assets acquired: Cash $ 263 Property, plant and equipment 137,780 Future income tax assets 922 Non-cash working capital (1,080) Provision for reclamation and closure (1,000) Future income tax and deferred profit sharing liabilities (47,399) -------------------------------------------------------------- $ 89,486 -------------------------------------------------------------- --------------------------------------------------------------

    (c) Minera Alumbrera Ltd. and Peak Gold Mines Pty Ltd.

    On March 18, 2003 the Company acquired a 25% indirect interest in Alumbrera and a 100% interest in Peak from Rio Tinto Ltd. ("Rio Tinto"). The acquisition of the 25% interest in Alumbrera was through intermediate holding companies with assets relating solely to the investment in Alumbrera. The purchase price for Alumbrera and Peak totaled $214,227,000 including acquisition costs. Alumbrera and Peak operate gold and copper mines located in Argentina and Australia, respectively.

    On June 24, 2003 the Company acquired an additional 12.5% indirect interest in Alumbrera from Rio Algom Ltd. ("Rio Algom", a subsidiary of BHP Billiton Ltd. ) for a purchase price of $90,156,000 including acquisition costs. This purchase price was satisfied by a cash payment of $65,000,000, a promissory note due to Rio Algom in the amount of $25,000,000 (note 13(c)) and acquisition costs paid of $156,000. As a result of the acquisition of an additional 12.5% indirect interest in Alumbrera and acquisition of control of an intermediate holding company, the Company obtained joint control over Alumbrera through certain matters requiring unanimous consent in the shareholders' agreement.

    (i) Minera Alumbrera Ltd.

    The acquisition of the 37.5% interest in Alumbrera has been accounted for using the purchase method and the results of Alumbrera have been included in the earnings of the Company as follows: 25% interest on an equity basis from date of acquisition, March 18, 2003, to June 23, 2003 and 37.5% interest on a proportionate consolidation basis from June 24, 2003 onwards. The total purchase price was $270,459,000 including acquisition costs. The allocation of the purchase price as at June 24, 2003 is summarized in the table below.

(in thousands) Purchase price: Acquisition of 25% interest, effective March 18, 2003 Cash paid $180,000 Acquisition costs 303 Equity in earnings - March 18 - June 23, 2003 7,324 Cash distribution received (11,210) -------------------------------------------------------------- 176,417 Acquisition of additional 12.5% interest, effective June 24, 2003 Cash paid 65,000 Promissory note 25,000 Acquisition costs 156 Cash distribution received (1,400) -------------------------------------------------------------- $265,173 -------------------------------------------------------------- -------------------------------------------------------------- Net assets acquired: Cash $ 21,103 Appropriated cash 8,763 Non-cash working capital 36,835 Property, plant and equipment 269,409 Other 58,376 Provision for reclamation and closure (4,918) Future income tax liabilities (47,053) Long-term debt (77,342) -------------------------------------------------------------- $265,173 -------------------------------------------------------------- --------------------------------------------------------------

    (ii) Peak Gold Mines Pty Ltd.

    The acquisition of 100% of Peak has been accounted for using the purchase method and the results of Peak's operations have been included in the Company's results of operations from March 18, 2003. The allocation of the purchase price is summarized in the table below.

Purchase Price Allocation Previously (in thousands) Reported Adjustments Final -------------------------------------------------------------------- Purchase price: Cash paid $ 33,583 $ - $ 33,583 Acquisition costs 341 - 341 -------------------------------------------------------------------- $ 33,924 $ - $ 33,924 -------------------------------------------------------------------- -------------------------------------------------------------------- Net assets acquired: Cash $ (263) $ - $ (263) Non-cash working capital 4,791 (917) 3,874 Property, plant and equipment 34,219 (4,194) 30,025 Future income tax assets - 5,111 5,111 Other non-current assets 422 - 422 Provision for reclamation and closure (4,145) - (4,145) Other non-current liabilities (1,100) - (1,100) -------------------------------------------------------------------- $ 33,924 $ - $ 33,924 -------------------------------------------------------------------- --------------------------------------------------------------------

    During the year ended December 31, 2004, Rio Tinto filed certain 2003 tax returns which included the results of Peak up until the date of acquisition by Wheaton. As a result, the tax balances of Peak as at the acquisition date, March 18, 2003, were restated and the purchase price allocation has been amended to reflect these changes.

    (d) Luismin SA de CV

    On June 19, 2002 the Company acquired all of the outstanding shares of Luismin. Under the purchase agreement, the Company acquired Luismin for $55,160,000 in cash and 9,084,090 common shares of the Company. The Company also advanced $19,840,000 to Luismin to repay its outstanding bank debt. The Company incurred acquisition costs of $3,266,000. As part of the purchase consideration, a contingent payment of 11,355,113 of the Company's common shares was due if the price of silver averaged $5 or more per ounce over a period of 60 consecutive trading days prior to June 19, 2004. On September 29, 2003, this condition was satisfied and the additional shares were issued in October 2003. As a result, the carrying value of property, plant and equipment was increased by $32,893,000, future income tax liability was increased by $10,526,000 and share capital was increased by $22,367,000, the fair value of the shares on September 29, 2003.

    This acquisition has been accounted for using the purchase method and results from Luismin's operations have been included in the Company's results of operations from June 19, 2002. The allocation of the purchase price is summarized in the table below:

(in thousands) Purchase price: Cash $ 55,160 Cash advanced to repay Luismin bank debt 19,840 Shares issued 29,172 Acquisition costs 3,266 -------------------------------------------------------------- $107,438 -------------------------------------------------------------- -------------------------------------------------------------- Net assets acquired: Cash $ 1,380 Non-cash working capital (1,888) Property, plant and equipment 145,696 Provision for reclamation and closure (9,072) Future employee benefits (7,504) Future income tax assets 6,500 Future income tax liabilities (27,674) -------------------------------------------------------------- $107,438 -------------------------------------------------------------- --------------------------------------------------------------

    5. CORPORATE TRANSACTION COSTS

    On March 30, 2004, Wheaton and IAMGold Corporation ("IAMGold") announced that their boards of directors had unanimously agreed to combine the companies, subject to shareholder approvals and certain other conditions. On July 6, 2004, IAMGold did not receive the necessary shareholder approvals to effect the proposed combination and Wheaton terminated the agreement to combine with IAMGold. As a result, the Company has written off $3,486,000 of related costs.

    During May 2004, Coeur d'Alene Mines Corporation ("Coeur") launched an unsolicited takeover bid for Wheaton and on September 28, 2004, Coeur announced they had failed to garner enough support to pursue their bid. Costs incurred to successfully reject this bid amounted to $1,160,000, which have been written off.

    On December 6, 2004, Wheaton announced it had reached an agreement in principle to combine with Goldcorp through a share exchange take-over bid (note 22). On February 14, 2005, the combination was substantially completed when 69% of Wheaton common shares were tendered to the Goldcorp offer. As at December 31, 2004, $2,288,000 had been incurred to successfully effect the merger, which has been written off in these financial statements.

    6. OTHER (EXPENSE) INCOME

(in thousands) 2004 2003 2002 -------------------------------------------------------------------- Interest income $ 2,966 $ 1,591 $ 480 Gain on sale of marketable securities 1,991 2,095 3,593 Foreign exchange gain (loss) 2,449 6,774 (71) Share purchase option expense (6,801) (467) (199) Accretion expense on provision for reclamation (621) (793) (47) Other (2,285) (770) 1,067 -------------------------------------------------------------------- $ (2,301) $ 8,430 $ 4,823 -------------------------------------------------------------------- --------------------------------------------------------------------

7. INCOME TAXES

(in thousands) 2004 2003 2002 -------------------------------------------------------------------- Current income tax expense (recovery) $ 45,514 $ 763 $ (153) Future income tax (recovery) expense (10,370) 24,281 2,606 -------------------------------------------------------------------- $ 35,144 $ 25,044 $ 2,453 -------------------------------------------------------------------- --------------------------------------------------------------------

Income tax expense differs from the amount that would result from applying the Canadian federal and provincial income tax rates to earnings before income taxes. These differences result from the following items:

(in thousands) 2004 2003 2002 -------------------------------------------------------------------- Earnings before income taxes $177,972 $ 82,703 $ 8,055 Canadian federal and provincial income tax rates 35.6% 37.6% 39.6% -------------------------------------------------------------------- Income tax expense based on above rates 63,394 31,113 3,190 Increase (decrease) in income taxes due to: Lower statutory tax rates on earnings of foreign subsidiaries (6,573) (4,941) (578) Changes to Mexican tax regulations including reduction in future corporate income tax rates (12,719) - - Foreign exchange differentials on foreign currency monetary items and other permanent differences (8,616) - - Non-deductible expenditures 1,830 1,196 - Tax included in equity earnings of Minera Alumbrera Ltd. - (3,139) - Valuation allowance - 508 - Resource and other taxes - - (153) Other (2,172) 307 (6) -------------------------------------------------------------------- $ 35,144 $ 25,044 $ 2,453 -------------------------------------------------------------------- --------------------------------------------------------------------

    At December 31, 2004, the Company had non-capital losses available for tax purposes in Canada of $32,205,000 (2003 - $15,210,000) that expire from 2007 to 2011 and $15,493,000 (2003 - $33,490,000) that expire from 2005 to 2014 in foreign jurisdictions. At December 31, 2004, the Company had capital losses in Canada in the amount of $40,685,000 (2003 - $11,014,000) to be carried forward indefinitely and applied to future capital gains.

    The components of future income taxes are as follows:

(in thousands) 2004 2003 -------------------------------------------------------------------- Future income tax assets Non-capital losses $ 10,445 $ 13,985 Deductible temporary differences and other 24,581 14,948 -------------------------------------------------------------------- Value of future income tax assets 35,026 28,933 Recoverable asset taxes 1,529 953 Valuation allowance (2,115) (4,411) -------------------------------------------------------------------- Future income tax assets 34,440 25,475 Future income tax liabilities Total taxable temporary differences (143,691) (152,145) -------------------------------------------------------------------- Future income tax liabilities, net $ (109,251) $ (126,670) --------------------------------------------------------------------

Presented on the Consolidated Balance Sheets as: Future income tax assets $ 9,667 $ 7,211 Future income tax liabilities (118,918) (133,881) -------------------------------------------------------------------- Future income tax liabilities, net $ (109,251) $ (126,670) -------------------------------------------------------------------- --------------------------------------------------------------------

8. MARKETABLE SECURITIES

(in thousands) 2004 2003 -------------------------------------------------------------------- Marketable securities at market values $ 6,061 $ 1,702 -------------------------------------------------------------------- --------------------------------------------------------------------

9. INVENTORIES

(in thousands) 2004 2003 -------------------------------------------------------------------- Supplies inventory $ 10,145 $ 10,083 Stockpiled ore 62,847 62,174 Work in process 3,823 2,891 Finished goods 13,559 12,397 -------------------------------------------------------------------- 90,374 87,545 Less: non-current stockpiled ore 58,820 60,736 -------------------------------------------------------------------- $ 31,554 $ 26,809 -------------------------------------------------------------------- --------------------------------------------------------------------

    Non-current stockpiled ore is primarily comprised of lower grade ore at Alumbrera, which will be processed later in the mine life. This inventory is valued at the lower of cost and net realizable value.

    10. PROPERTY, PLANT AND EQUIPMENT

2004 Accumulated (in thousands) Cost Depletion Net ------------------------------------------------------------------- Mineral properties Luismin mines, Mexico $134,265 $(12,899) $121,366 Peak mine, Australia 30,411 (5,849) 24,562 Alumbrera mine, Argentina 27,142 (7,374) 19,768 ------------------------------------------------------------------- 191,818 (26,122) 165,696 ------------------------------------------------------------------- Plant and equipment Luismin mines, Mexico 50,808 (6,316) 44,492 Peak mine, Australia 20,579 (5,500) 15,079 Alumbrera mine, Argentina 254,627 (45,634) 208,993 Corporate, Canada 596 (324) 272 ------------------------------------------------------------------- 326,610 (57,774) 268,836 ------------------------------------------------------------------- Properties under development Amapari, Brazil 168,521 - 168,521 Los Filos, Mexico 104,654 - 104,654 El Limon, Mexico 42,294 - 42,294 Other, Mexico 4,835 - 4,835 ------------------------------------------------------------------- 320,304 - 320,304 ------------------------------------------------------------------- $838,732 $(83,896) $754,836 ------------------------------------------------------------------- -------------------------------------------------------------------

2003 Accumulated (in thousands) Cost Depletion Net ------------------------------------------------------------------- Mineral properties Luismin mines, Mexico $120,736 $(6,070) $114,666 Peak mine, Australia 25,672 (2,518) 23,154 Alumbrera mine, Argentina 27,142 (2,091) 25,051 ------------------------------------------------------------------- 173,550 (10,679) 162,871 ------------------------------------------------------------------- Plant and equipment Luismin mines, Mexico 42,519 (3,334) 39,185 Peak mine, Australia 17,726 (1,736) 15,990 Alumbrera mine, Argentina 246,559 (20,553) 226,006 Corporate, Canada 456 (261) 195 ------------------------------------------------------------------- 307,260 (25,884) 281,376 ------------------------------------------------------------------- Properties under development Amapari, Brazil 145 - 145 Los Filos, Mexico 93,691 - 93,691 El Limon, Mexico 42,161 - 42,161 Other, Mexico 3,667 - 3,667 ------------------------------------------------------------------- 139,664 - 139,664 ------------------------------------------------------------------- $620,474 $(36,563) $583,911 ------------------------------------------------------------------- -------------------------------------------------------------------

    In 2003 the Company sold the La Guitarra Mine in Mexico to Genco Resources Ltd. ("Genco") for shares and cash totaling $5,000,000. Consideration received on closing was 1,380,315 shares of Genco with a fair value of $1,000,000 and a promissory note for $4,000,000 to be repaid over eight years in cash or equivalent shares of $500,000 per annum. Due to uncertainty surrounding the collectibility of the promissory note, the repayment of the note will be recorded in operations when received.

    During 2004 the Company received an additional 790,427 shares and sold 617,315 shares for net proceeds of $435,000.

    11. OTHER NON-CURRENT ASSETS

(in thousands) 2004 2003 -------------------------------------------------------------------- Deferred gold put options (note 13 (b)) $ 4,339 $ 5,786 Deferred debt issue costs (note 13 (a), (b)) 8,931 3,497 Royalty advances 4,293 3,123 Other 1,098 1,961 -------------------------------------------------------------------- $ 18,661 $ 14,367 -------------------------------------------------------------------- --------------------------------------------------------------------

12. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

(in thousands) 2004 2003 -------------------------------------------------------------------- Accounts payable trade $ 28,344 $ 15,198 Accrued liabilities 4,114 6,709 Accrued employee benefits 4,791 2,814 Customer payment in advance - 3,396 Other 4,074 3,285 -------------------------------------------------------------------- $ 41,323 $ 31,402 -------------------------------------------------------------------- --------------------------------------------------------------------

13. LONG-TERM DEBT

(in thousands) 2004 2003 -------------------------------------------------------------------- Corporate debt Acquisition facility (a) $ - $ - Revolving working capital facility (b) - - Term loan (b) - 45,000 -------------------------------------------------------------------- Total bank indebtedness - 45,000 Promissory note (c) - 19,443 -------------------------------------------------------------------- - 64,443 Non-recourse project debt Alumbrera (Wheaton's 37.5% share) (d) - 57,980 -------------------------------------------------------------------- - 122,423 Less: current portion - 41,000 -------------------------------------------------------------------- $ - $ 81,423 -------------------------------------------------------------------- --------------------------------------------------------------------

    (a) In August 2004, the Company entered into a $300 million acquisition facility which is available to finance up to three separate acquisitions. The facility is available until November 24, 2005, and amounts drawn down are required to be refinanced or repaid by February 24, 2006. Net proceeds from any debt refinancing or equity issue (not undertaken in connection with an acquisition) together with the net proceeds from significant asset sales, will be applied to repay amounts outstanding under the facility. Security will be granted under the facility only over acquired assets, together with guarantees by any subsidiaries of Wheaton which acquire such assets. Amounts drawn down under the facility will bear interest at LIBOR plus 2.25% per annum, increasing to LIBOR plus 4.5% per annum over the term of the facility. Undrawn amounts are subject to a 1% per annum commitment fee.

    Debt issue costs of $7,182,000 have been deferred and are amortized to earnings over the term of the debt facility. An amount of $1,730,000 has been amortized to December 31, 2004. A further $1,125,000 of debt issue costs will be payable upon the first draw down under this facility (note 19).

    (b) During 2003 the Company entered into a $75,000,000 loan facility which consisted of a $50,000,000 term loan bearing interest at LIBOR plus 2.75% and a $25,000,000 revolving working capital facility bearing interest at LIBOR plus 3%. During 2004, the Company amended the facility such that the full $75,000,000 is a revolving working capital facility. The amended facility bears interest at LIBOR plus 1.625% to 2.25% depending on covenant ratios, has no net repayment terms, and matures in June 2007. Undrawn amounts are subject to a 0.65% per annum commitment fee. During 2004, the Company repaid the outstanding amount out of cash on hand, but the facility remains available.

    Under the terms of the loan agreement, during 2003 the Company acquired options to sell 700,000 ounces of gold at a price of $300 per ounce during the period January 2004 to June 2008. The cost of $5,786,000 was deferred and is amortized against sales as the options expire or are exercised. An amount of $1,447,000 has been amortized to December 31, 2004 (December 31, 2003 - $nil). The fair value of the 525,024 ounces of unexpired put options at December 31, 2004 was $280,000 (December 31, 2003 - 700,000 ounces with a fair value of $2,030,000). During 2003, the Company entered into a gold-indexed interest rate swap transaction which had a fair value at December 31, 2004, of minus $1,111,000. The facility is secured by corporate guarantees of Luismin and Amapari.

    Debt issue costs of $5,519,000 have been deferred and are amortized to earnings over the term of the debt. An amount of $2,040,000 has been amortized to December 31, 2004 (December 31, 2003 - $745,000).

    (c) The promissory note was due to Rio Algom, and had a maturity date of May 30, 2005. During 2004, the Company repaid the outstanding amount out of cash on hand.

    (d) The Alumbrera project debt was incurred in 1997 to finance the construction and operation of the Alumbrera Mine. During 2004 Alumbrera repaid the outstanding debt out of cash on hand.

    (e) Project debt of $15,200,000 due to Anglogold Brazil Ltd. a, assumed in connection with the acquisition, was repaid in June 2004 out of cash on hand (note 4 (a)).

    (f) The Company has an Aus$5,000,000 ($3,895,000), unsecured, revolving working capital facility for its Peak mine operations of which $nil was drawn down at December 31, 2004. The loan bears interest related to the Australian Treasury Bill rate plus 1.5% per annum.

    14. PROVISION FOR RECLAMATION AND CLOSURE

(in thousands) At January 1, 2003 $ 11,271 Reclamation expenditures (1,854) Accretion expense 793 Amounts acquired 10,063 Disposition of liability (830) Other 161 -------------------------------------------------------------- At December 31, 2003 $ 19,604 Reclamation expenditures (1,050) Accretion expense 621 Other 54 -------------------------------------------------------------- At December 31, 2004 $ 19,229 -------------------------------------------------------------- --------------------------------------------------------------

    The total undiscounted amount of estimated cash flows required to settle the obligations is $31,915,000 (2003 - $29,030,000), which has been discounted using discount rates ranging from 5-7%. Certain obligations at Luismin amounting to $5,657,000 will be paid over the next two years and will be funded from operating cash flows. The remainder of the obligations are not expected to be paid within the foreseeable future and will be funded from operating cash flows at the time.

    During 2004, the Company completed the reclamation of the Golden Bear Mine and subsequent to December 31, 2004 entered into a memorandum of understanding toward divestiture of the Golden Bear mining claims and road.

    15. FUTURE EMPLOYEE BENEFITS AND OTHER

(in thousands) 2004 2003 -------------------------------------------------------------------- Defined benefit pension plan (a) $ 1,761 $ 2,796 Deferred employee profit sharing (b) 18,814 17,398 Other 1,875 2,489 -------------------------------------------------------------------- $ 22,450 $ 22,683 -------------------------------------------------------------------- --------------------------------------------------------------------

(a) The Company has a defined benefit pension plan for certain Mexican employees. Information on this plan is as follows:

(in thousands) 2004 2003 2002 -------------------------------------------------------------------- Change in plan assets Fair value of plan assets, beginning of year $ 673 $ 228 $ - Increase due to acquisition of Luismin - - 180 Actual return on plan assets (32) 16 70 Benefits paid (610) - (14) Contributions 1,715 463 - Foreign exchange rate changes 5 (34) (8) -------------------------------------------------------------------- Fair value of plan assets, end of year $ 1,751 $ 673 $ 228 -------------------------------------------------------------------- -------------------------------------------------------------------- Projected benefit obligation Benefit obligations, beginning of year $ 4,104 $ 3,147 $ - Increase due to acquisition of Luismin - - 3,029 Service cost 310 259 149 Benefits paid (610) - (14) Interest cost 329 244 135 Foreign exchange rate changes (6) (257) (123) Plan amendment/past service cost 275 649 - Actuarial loss (gain) 142 62 (29) -------------------------------------------------------------------- Benefit obligations, end of year $ 4,544 $ 4,104 $ 3,147 -------------------------------------------------------------------- -------------------------------------------------------------------- Excess of projected benefit obligation over plan assets $ 2,793 $ 3,431 $ 2,919 Unamortized past service costs (613) (649) - Unamortized net actuarial (loss) gain (366) 14 89 Unamortized transitional obligation (53) - - -------------------------------------------------------------------- Accrued net pension liability $ 1,761 $ 2,796 $ 3,008 -------------------------------------------------------------------- -------------------------------------------------------------------- Employee future benefits expense Service cost $ 310 $ 259 $ 149 Interest cost 329 244 135 Expected return on assets (72) (25) (8) Amortization of past service amount 39 - - -------------------------------------------------------------------- Net expense $ 606 $ 478 $ 276 -------------------------------------------------------------------- -------------------------------------------------------------------- Significant assumptions used Discount rate 9% 9% 9% Expected long-term rate of return on plan assets 9% 9% 9% Rate of compensation increase 6% 6% 6% Estimated average remaining service life 12 years 12 years 11 years

    The Company's contributions have been made in accordance with actuarial valuation reports for funding purposes which have been prepared as at December 31, 2004, 2003 and 2002. The next valuation report for funding purposes must be as of a date no later than December 31, 2005.

    The weighted average asset allocations of the Company's defined benefit pension plan for certain Mexican employees at December 31, by asset category are as follows:

Asset Category 2004 2003 -------------------------------------------------------------------- Debt securities 94% 80% Equity securities 6% 20% -------------------------------------------------------------------- Total 100% 100% -------------------------------------------------------------------- --------------------------------------------------------------------

    (b) Mexico deferred profit sharing

    Under Mexican tax laws, the Company is required to remit 10% of taxable income to employees as statutory profit sharing. The provision for deferred profit sharing is based on the liability method. Deferred profit sharing liabilities arise from the recognition of the differences between the financial statement carrying amounts and the tax bases of certain assets and liabilities.

    (c) The Company has a defined contribution pension plan for certain Australian employees. The current service cost for 2004 was $846,000 (2003 - $552,000; 2002 - $nil).

    16. NON-CONTROLLING INTEREST

    Non-controlling interest arose as a result of the Silver Wheaton transaction (note 3). The details of non-controlling interest are as follows:

(in thousands) Balance, beginning of year $ - Arising upon acquisition of Silver Wheaton, October 15, 2004 19,472 Increase on issuance of shares of subsidiary 34,342 Share of earnings 707 -------------------------------------------------------------- Balance, end of year $ 54,521 -------------------------------------------------------------- --------------------------------------------------------------

    17. SHAREHOLDERS' EQUITY

    (a) Shares issued

    In May 2002, the Company completed a private placement to finance the Luismin purchase whereby 110 million special warrants were issued at a price of Cdn$1.15 per special warrant for total proceeds of $82,068,000. Each special warrant entitled the holder to acquire, without further payment, one common share of the Company and one-half of one common share purchase warrant. Each whole common share purchase warrant entitles the holder to acquire one common share of the Company at a price of Cdn$1.65 per share for a period of five years following the closing. The special warrants were subsequently converted to shares and share purchase warrants during 2002.

    In February 2003, the Company issued and sold 230 million subscription receipts at Cdn$1.45 per subscription receipt by way of a private placement for gross proceeds of $217,952,000 (Cdn$333,500,000) less agents' commissions and expenses of $15,934,000. Each subscription receipt was subsequently converted into one common share and one-quarter of one common share purchase warrant, where one whole share purchase warrant entitles the holder to purchase one common share at a price of Cdn$1.65 before May 30, 2007. The proceeds from this private placement were used to finance the acquisition of a 25% indirect interest in Alumbrera and 100% of Peak.

    In August 2003 the Company issued and sold 47,619,049 units at Cdn$2.10 per unit for gross proceeds of $72,457,000 (Cdn$100,000,000) less agents' commissions and expenses of $4,514,000. Each unit was subsequently converted into one common share and one half of one Series "B" common share purchase warrant, where one whole share purchase warrant entitles the holder to purchase one common share at a price of Cdn$3.10 before August 25, 2008.

    In October 2003 the Company issued and sold 38.1 million units of the Company at Cdn$3.15 per unit for gross proceeds of $89,490,000 (Cdn$120,015,000) less agent's commissions and expenses of approximately $5,103,000. Each unit was subsequently converted into one common share and one half of one Series "B" common share purchase warrant, where one whole share purchase warrant entitles the holder to purchase one common share at a price of Cdn$3.10 before August 25, 2008.

    In October 2003, 11,355,113 of the Company's common shares were issued as further consideration for Luismin (note 4 (d)).

    In January 2004, the Company issued 33 million common shares and 21.5 million Series "B" common share purchase warrants, in part, as payment for the acquisition of the Amapari gold development project in Brazil (note 4 (a)).

    (b) Warrants

    A summary of the Company's warrants at December 31, 2004, 2003, and 2002 and the changes for the years ending on those dates is presented below:

Weighted Average Warrants Exercise Outstanding Price (Cdn$) --------------------------------------------------------------- At January 1, 2002 3,090,000 $0.91 Issued on exercise of special warrants 64,909,997 1.51 Exercised (3,450,000) 0.89 --------------------------------------------------------------- At December 31, 2002 64,549,997 1.52 Issued in connection with issuance of shares 100,359,522 2.27 Exercised (9,601,400) 0.76 --------------------------------------------------------------- At December 31, 2003 155,308,119 2.05 Issued in connection with acquisition of Amapari 21,516,000 3.10 Exercised (476,336) 1.85 --------------------------------------------------------------- At December 31, 2004 176,347,783 $2.18 --------------------------------------------------------------- ---------------------------------------------------------------

The following table summarizes information about the warrants outstanding at December 31, 2004:

Warrants Exercise Expiry Date Outstanding Price (Cdn$) --------------------------------------------------------------- May 30, 2007 112,051,609 $1.65 August 25, 2008 64,296,174 3.10 --------------------------------------------------------------- 176,347,783 $2.18 --------------------------------------------------------------- ---------------------------------------------------------------

    (c) Share purchase options

    The Company has established a share purchase option plan whereby the Company's directors may from time to time grant options to directors, employees or consultants. The maximum term of any option may be ten years, but generally options are granted for five years or less. The exercise price of an option is not less than the closing price on the Toronto Stock Exchange on the last trading day preceding the grant date. At December 31, 2004 there were 627,566 (2003 - 2,057,566) options available for grant under the plan.

    A summary of the Company's options at December 31, 2004, 2003 and 2002 and the changes for the years ending on those dates is presented below:

Weighted Average Options Exercise Outstanding Price (Cdn$) --------------------------------------------------------------- At January 1, 2002 6,118,514 $0.52 Granted 3,646,000 1.16 Exercised (1,355,224) 0.53 Expired (20,400) 0.29 Forfeited (130,000) 1.08 --------------------------------------------------------------- At December 31, 2002 8,258,890 0.79 Granted 22,965,000 2.20 Exercised (6,620,694) 1.09 Forfeited (132,333) 1.24 --------------------------------------------------------------- At December 31, 2003 24,470,863 2.03 Granted 1,430,000 3.77 Exercised (5,074,366) 1.27 --------------------------------------------------------------- At December 31, 2004 20,826,497 $2.34 --------------------------------------------------------------- ---------------------------------------------------------------

The following table summarizes information about the options outstanding at December 31, 2004:

Weighted Weighted Average Average Options Exercise Remaining Outstanding Price Contractual Exercise Prices (Cdn$) and Exercisable (Cdn$) Life -------------------------------------------------------------------- $0.57 970,000 $0.57 1.4 years $1.15 to $1.92 9,791,497 1.50 2.8 years $3.25 to $3.92 10,065,000 3.32 3.9 years -------------------------------------------------------------------- 20,826,497 $2.34 3.3 years -------------------------------------------------------------------- --------------------------------------------------------------------

    Share purchase options with a fair value of $1,755,000 were granted in 2004 (2003 - $467,000; 2002 - $93,000). The compensation expense of $6,801,000 (2003 - $467,000; 2002 - $199,000) is charged to operations over the vesting period. Included in 2004 compensation expense is $5,046,000 related to the fair value of share purchase options granted by Silver Wheaton, a public company and subsidiary of the Company, which was determined using an option pricing model assuming no dividends are to be paid, a weighted average volatility of Silver Wheaton's share price of 40%, an annual risk free interest rate of 3.0% and expected lives of three years.

    The following table summarizes information about options granted during 2004:

Share Purchase Exercise Options Price Date Granted Expiry Date Granted (Cdn$) ------------------------------------------------------ February 2004 February 2009 675,000 $3.70 March 2004 March 2008 150,000 3.92 June 2004 June 2009 80,000 3.88 September 2004 September 2009 250,000 3.83 December 2004 December 2009 275,000 3.75 ------------------------------------------------------ 1,430,000 ------------------------------------------------------ ------------------------------------------------------

(d) Earnings per share

The following table sets forth the computation of diluted earnings per share:

(in thousands, except per share amounts) 2004 2003 2002 -------------------------------------------------------------------- Earnings available to common shareholders $142,121 $ 57,659 $ 5,602 -------------------------------------------------------------------- Divided by: Weighted average shares outstanding 568,442 412,035 137,327 Effect of dilutive securities: Share purchase options and warrants 82,774 27,179 5,900 -------------------------------------------------------------------- Diluted weighted average shares outstanding 651,216 439,214 143,227 -------------------------------------------------------------------- -------------------------------------------------------------------- Basic earnings per share $ 0.25 $ 0.14 $ 0.04 -------------------------------------------------------------------- -------------------------------------------------------------------- Diluted earnings per share $ 0.22 $ 0.13 $ 0.04 -------------------------------------------------------------------- --------------------------------------------------------------------

    The following table identifies the number of share purchase options and warrants excluded from the computation of diluted earnings per share because the exercise prices exceeded the average fair market price of the common shares for the year, and therefore were not dilutive:

(in thousands) 2004 2003 2002 --------------------------------------------------------------- Share purchase options 480 8,870 3,180 Share purchase warrants - 42,847 55,000

18. SUPPLEMENTAL CASH FLOW INFORMATION

(in thousands) Note 2004 2003 2002 -------------------------------------------------------------------- Change in non-cash working capital Accounts receivable $ (15,118) $ 12,235 $ (516) Income taxes receivable (2,774) - - Product inventory and stockpiled ore (2,767) (8,220) 501 Supplies inventory (62) (1,524) 130 Accounts payable and accrued liabilities 8,856 4,282 (2,098) Income taxes payable 44,724 370 38 Other (10,024) (554) (296) -------------------------------------------------------------------- $ 22,835 $ 6,589 $ (2,241) -------------------------------------------------------------------- --------------------------------------------------------------------

Acquisitions, net of cash acquired Amapari 4 (a) $ (25,785) $ - $ - Los Filos and El Limon gold projects 4 (b) - (89,223) - Alumbrera 4 (C) - (224,356) - Peak 4 (C) - (34,187) - Luismin 4 (d) - - (76,886) -------------------------------------------------------------------- $ (25,785) $ (347,766) $ (76,886) -------------------------------------------------------------------- --------------------------------------------------------------------

Non-cash financing and investing activities Shares and warrants issued on acquisition of Amapari 4 (a) $ 88,545 $ - $ - Promissory note issued 13 (C) - 25,000 - Shares issued on acquisition of Luismin 4 (d) - 22,367 6,805 Shares issued on conversion of special warrants 17 - - 85,178 Marketable securities received on sale of property, plant and equipment 760 1,263 207 Operating activities included the following cash payments Interest paid $ 5,737 $ 4,357 $ 120 Income taxes paid 1,765 489 227

    19. RELATED PARTY TRANSACTIONS

    In 2001, the Company entered into a financial advisory agreement with Endeavour Financial Corporation ("Endeavour"), a corporation which until July 2004 had two directors in common. Under the terms of this agreement, which can be cancelled on 30 days notice, Endeavour provides financial advisory services to the Company and is entitled to a monthly fee of $10,000 and a success fee to be negotiated based on the value of any acquisitions, dispositions and financings. During 2004, Endeavour was paid consulting and financial advisory fees of $1,658,000 (2003 - $2,288,000; 2002 - $1,512,000), primarily related to services provided in securing the Company's $300 million acquisition facility. A further fee of $1,125,000 is payable to Endeavour upon the first draw down under this facility. In addition, Endeavour will receive $5 million for services related to the merger with Goldcorp (note 22).

    20. COMMITMENTS

    Commitments exist at Luismin, Peak, Alumbrera and Amapari for capital expenditures in 2005 of $59,111,000. The Company rents premises and leases equipment under operating leases that expire over the next nine years. Operating lease expense in 2004 was $2,070,000 (2003 - $2,154,000; 2002 - $880,000). Following is a schedule of future minimum rental and lease payments required:

(in thousands) 2005 $ 2,259 2006 1,296 2007 905 2008 595 2009 525 -------------------------------------------------------------- 5,580 Thereafter 1,084 -------------------------------------------------------------- Total minimum payments required $ 6,664 -------------------------------------------------------------- --------------------------------------------------------------

    21. SEGMENTED INFORMATION

    The Company's reportable operating and geographical segments are summarized in the table below. Information pertaining to Luismin, Los Filos and El Limon is reported as one segment, being "Mexico".

Consolidated Statements of Operations 2004 -------------------------------------------------------------------- (in thousands) Mexico Australia Argentina Brazil Sales $ 91,506 $ 63,023 $262,054 $ - -------------------------------------------------------------------- Cost of sales 39,500 30,092 80,519 - Depreciation and depletion 9,811 7,108 30,364 - Royalties - 1,995 5,343 - -------------------------------------------------------------------- 49,311 39,195 116,226 - -------------------------------------------------------------------- Earnings from mining operations 42,195 23,828 145,828 - -------------------------------------------------------------------- General and administrative expenses (4,814) - - - Interest and finance fees (329) (158) (1,931) - Other (expenses) income (1,261) (999) (2,821) 268 -------------------------------------------------------------------- Earnings before income taxes 35,791 22,671 141,076 268 Income tax (expense) recovery 4,086 (4,282) (36,525) - Non-controlling interest - - - - -------------------------------------------------------------------- Net earnings $39,877 $18,389 $104,551 $ 268 -------------------------------------------------------------------- --------------------------------------------------------------------

Silver Wheaton Corporate Elimination Total -------------------------------------------------------------------- Sales $ 10,986 $ (2,977) $ (5,410) $419,182 -------------------------------------------------------------------- Cost of sales 5,870 - (5,410) 150,571 Depreciation and depletion 797 - (582) 47,498 Royalties - - - 7,338 -------------------------------------------------------------------- - 6,667 (5,992) 205,407 -------------------------------------------------------------------- Earnings from mining operations 4,319 $(2,977) 582 213,775 -------------------------------------------------------------------- General and administrative expenses (389) (7,772) - (12,975) Interest and finance fees - (3,453) - (5,871) Other (expenses) income (2,165) (9,979) - (16,957) -------------------------------------------------------------------- Earnings before income taxes 1,765 (24,181) 582 177,972 Income tax (expense) recovery - 1,577 - (35,144) Non-controlling interest (707) - - (707) -------------------------------------------------------------------- Net earnings $ 1,058 $ (22,604) 582 $142,121 -------------------------------------------------------------------- --------------------------------------------------------------------

Consolidated Statements of Operations 2003 -------------------------------------------------------------------- (in thousands) Mexico Australia Argentina Corporate Total -------------------------------------------------------------------- Sales $ 66,251 $ 36,475 $109,907 $ - $212,633 -------------------------------------------------------------------- Cost of sales 34,422 24,301 33,231 - 91,954 Depreciation and depletion 6,242 4,254 21,897 - 32,393 Royalties 26 1,002 2,684 - 3,712 -------------------------------------------------------------------- 40,690 29,557 57,812 - 128,059 -------------------------------------------------------------------- Earnings from mining operations 25,561 6,918 52,095 - 84,574 -------------------------------------------------------------------- General and administrative expenses (4,816) - - (4,838) (9,654) Interest and finance fees (264) (46) (1,919) (2,089) (4,318) Other (expenses) income (1,898) (112) 1,012 5,775 4,777 Equity in earnings of Minera Alumbrera Ltd. - - - 7,324 7,324 -------------------------------------------------------------------- Earnings before income taxes 18,583 6,760 51,188 6,172 82,703 Income tax expense (7,781) (1,483) (15,356) (424) (25,044) -------------------------------------------------------------------- Net earnings $ 10,802 $ 5,277 $ 35,832 $ 5,748 $ 57,659 -------------------------------------------------------------------- --------------------------------------------------------------------

Consolidated Statements of Operations 2002 -------------------------------------------------------------------- (in thousands) Mexico Corporate Total -------------------------------------------------------------------- Sales $ 34,693 $ - $ 34,693 -------------------------------------------------------------------- Cost of sales 19,355 - 19,355 Depreciation and depletion 3,028 - 3,028 Royalties 28 - 28 -------------------------------------------------------------------- 22,411 - 22,411 -------------------------------------------------------------------- Earnings from mining operations 12,282 - 12,282 -------------------------------------------------------------------- General and administrative expenses (3,899) (2,430) (6,329) Interest and finance fees (82) (405) (487) Other (expenses) income (700) 3,289 2,589 -------------------------------------------------------------------- Earnings before income taxes 7,601 454 8,055 Income tax (expense) recovery (2,611) 158 (2,453) -------------------------------------------------------------------- Net earnings $4,990 $612 $5,602 -------------------------------------------------------------------- --------------------------------------------------------------------

Consolidated Balance Sheets 2004 -------------------------------------------------------------------- (in thousands) Mexico Australia Argentina Brazil Cash and cash equivalents $ 24,631 $ 901 $ 31,974 $ 1,498 Other current assets 12,918 17,925 58,346 80 Property, plant and equipment 317,641 39,641 228,761 168,521 Other non-current assets 3,697 6,459 59,512 19 -------------------------------------------------------------------- $358,887 $ 64,926 $378,593 $ 170,118 -------------------------------------------------------------------- --------------------------------------------------------------------

Current liabilities $ 14,921 $ 5,997 $ 62,931 $ 592 Other non-current liabilities 94,170 6,333 59,624 - Inter-company balances 194,127 28,930 108,331 169,258 Non-controlling interest - - - - Shareholders' equity 55,669 23,666 147,707 268 -------------------------------------------------------------------- $358,887 $ 64,926 $378,593 $ 170,118 -------------------------------------------------------------------- -------------------------------------------------------------------- Capital asset expenditures $ 34,082 $ 11,733 $ 8,068 $ 36,623 -------------------------------------------------------------------- --------------------------------------------------------------------

Silver (in thousands) Wheaton Corporate Total -------------------------------------------------------------------- Cash and cash equivalents $ 19,989 $ 82,138 $ 161,131 Other current assets 690 3,503 93,462 Property, plant and equipment - 272 754,836 Other non-current assets 77,763 17,406 164,856 -------------------------------------------------------------------- $ 98,442 $103,319 $1,174,285 -------------------------------------------------------------------- --------------------------------------------------------------------

Current liabilities $ 1,521 $ 3,148 $ 89,110 Other non-current liabilities - 76,364 236,491 Inter-company balances 41,342 (541,988) - Non-controlling interest 54,521 - 54,521 Shareholders' equity 1,058 565,795 794,163 -------------------------------------------------------------------- $ 98,442 $103,319 $1,174,285 -------------------------------------------------------------------- -------------------------------------------------------------------- Capital asset expenditures $ - $ 140 $ 90,646 -------------------------------------------------------------------- --------------------------------------------------------------------

Consolidated Balance Sheets 2003 -------------------------------------------------------------------- (in thousands) Mexico Australia Argentina Corporate Total -------------------------------------------------------------------- Cash and cash equivalents $ 7,762 $ 521 $ 56,054 $ 87,541 $151,878 Other current assets 9,520 5,666 56,420 1,296 72,902 Property, plant and equipment 293,370 39,144 251,057 340 583,911 Other non-current assets 4,619 6,098 59,170 12,427 82,314 -------------------------------------------------------------------- $315,271 $ 51,429 $422,701 $101,604 $891,005 -------------------------------------------------------------------- --------------------------------------------------------------------

Current liabilities other than long-term debt $ 10,932 $ 5,418 $ 18,345 $ 1,601 $ 36,296 Long-term debt - - 57,980 64,443 122,423 Other non-current liabilities 99,240 7,767 67,847 1,314 176,168 Inter-company balances 189,307 32,967 235,373 (457,647) - Shareholders' equity 15,792 5,277 43,156 491,893 556,118 -------------------------------------------------------------------- $315,271 $ 51,429 $422,701 $101,604 $891,005 -------------------------------------------------------------------- -------------------------------------------------------------------- Capital asset expenditures $ 15,780 $ 9,653 $ 3,411 $ 166 $ 29,010 -------------------------------------------------------------------- --------------------------------------------------------------------

    22. SUBSEQUENT EVENTS

    On December 6, 2004, the Company announced it had reached an agreement in principle to combine with Goldcorp through a share exchange take-over bid whereby Goldcorp would offer one common share of Goldcorp for every four common shares of Wheaton.

    On February 10, 2005, Goldcorp shareholders approved the combination and on February 14, 2005, approximately 69% of Wheaton common shares were tendered to the Goldcorp offer. As a result, effective February 15, 2005, Goldcorp will consolidate the operations of Wheaton. The transaction will be accounted for using the purchase method with Goldcorp being identified as the acquirer. The remaining shares of Wheaton not yet tendered will be acquired by Goldcorp by way of a plan of arrangement which is expected to conclude in mid-April, 2005. As a result, Wheaton will cease to be a public company and its results will be consolidated 100% by Goldcorp.



    Goldcorp Inc. (TSX:G) (NYSE:GG)
    Wheaton River Minerals Ltd. (TSX:WRM) (AMEX:WHT)

--30--CCN/na*

CONTACT: Wheaton River Minerals Ltd. / Goldcorp Inc. Investor Relations (604) 696-3011 ir@wheatonriver.com www.wheatonriver.com

KEYWORD: NEW YORK INTERNATIONAL CANADA INDUSTRY KEYWORD: MINING/METALS SOURCE: Wheaton River Minerals Ltd.

Copyright Business Wire 2005