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April 2013
Forward Looking Information
                                                                                                                                                              TSX: RR



This presentation contains “forward-looking information” as defined in applicable securities laws (referred to herein as “forward-looking statements”). Forward
looking statements include, but are not limited to, statements with respect to the cost and timing of the development of the Rainy River project, the other
economic parameters of the project, as set out in its feasibility study; the success and continuation of exploration activities; estimates of mineral reserve and
resources; acquisitions of additional mineral properties; the future price of gold; government regulations and permitting timelines; estimates of reclamation
obligations that may be assumed; requirements for additional capital; environmental risks; and general business and economic conditions. Often, but not
always, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”,
“continues”, “forecasts”, “projects”, “predicts”, “intends”, “anticipates” or “believes”, or variations of, or the negatives of, such words and phrases, or statements
that certain actions, events or results “may”, “could”, “would”, “should”, “might” or “will” be taken, occur or be achieved. Forward-looking statements involve
known and unknown risks, uncertainties and other factors which may cause the Company’s actual results, performance or achievements to be materially
different from any of its future results, performance or achievements expressed or implied by forward-looking statements. These risks, uncertainties and other
factors include, but are not limited to, the assumptions underlying the feasibility study not being realized, decrease of future gold prices, cost of labour,
supplies, fuel and equipment rising, availability of financing on attractive terms, actual results of current exploration, changes in project parameters, exchange
rate fluctuations, delays and costs inherent to consulting and accommodating rights of First Nations, title risks, regulatory risks and uncertainties with respect to
obtaining necessary surface rights and permits or delays in obtaining same, and other risks involved in the gold exploration and development industry, as well
as those risk factors discussed in the section entitled “Description of Business-Risk Factors” in Rainy River's 2012 Annual Information Form and its other
SEDAR filings from time to time. Forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited
to, the availability of financing for the Company’s exploration and development activities; the timelines for the Company’s exploration and development
activities on the Rainy River Property; the availability of certain consumables and services; assumptions made in mineral resource estimates, including
geological interpretation grade, recovery rates, gold price assumptions and operational costs; and general business and economic conditions. All forward-
looking statements herein are qualified by this cautionary statement. Accordingly, readers should not place undue reliance on forward-looking statements. The
Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements whether as a result of new information or future
events or otherwise, except as may be required by law.

This presentation uses the terms “proven mineral reserves”, “probable mineral reserves”, “measured mineral resources”, “indicated mineral resources” and
“inferred mineral resources”. The Company advises readers that these terms are defined in accordance with Canadian regulations (under National Instrument
43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”)). The United States Securities and Exchange Commission does not recognize mineral
resources. Readers are cautioned not to assume that any part or all of the mineral deposits in these categories will ever be converted in to reserves. In
addition, “inferred resources” have a great amount of uncertainty as to their existence, and economic and legal feasibility. It cannot be assumed that all or any
part of an inferred mineral resource will ever be upgraded to a higher category. Under Canadian rules, estimates of inferred mineral resources may not form the
basis of feasibility or pre-feasibility studies, or economic studies, except for a Preliminary Assessment as defined under NI 43-101. Investors are cautioned not
to assume that part or all of an inferred resource exists, or is economically or legally mineable.

For additional information with respect to the key assumptions, parameters, risks and other technical information underlying to the mineral resource estimates
and the preliminary economic assessment discussed in this presentation, refer to: (i) the press release dated October 10, 2012 with respect to the mineral
resource estimates, available at www.sedar.com; (ii) the press release dated April 10, 2013”, with respect to the feasibility study,, available at www.sedar.com;
and (iii) the technical report entitled “NI 43-101 Feasibility Study of the Rainy River Gold Property, Ontario, Canada”, with respect to the feasibility study, which
will be available on www.sedar.com.



© 2013 RAINY RIVER RESOURCES LTD.                                                                                                                                        2
Rainy River Resources Ltd.
                                                                                 TSX: RR




Rainy River Gold Project                   Capital Profile
•        4.0 million ounces in reserves    • Shares*, M, Basic                  99.9
•        Intermediate production profile               M, Fully diluted        109.8
•        Low cash costs                    • Cash*, C$M                        $102
•        Low infrastructure costs          • Market Cap, C$M                   $270
•        Proven Management team            • Covered by 9 Analysts
•        Excellent exploration upside
•        Strong financial position




                                                                          As at Dec 31, 2012.
    © 2013 RAINY RIVER RESOURCES LTD.                                                       3
Located in Mining Friendly Ontario, Canada
                                                               TSX: RR




Half of the 12 recently announced junior gold acquisitions were for
 projects located in Canada, a safe, mining-friendly jurisdiction.




                                    Rainy River
                                    Gold Project




© 2013 RAINY RIVER RESOURCES LTD.                                        4
Why Rainy River?
                                                                                                                           TSX: RR


•HIGH QUALITY, LOW RISK PROJECT
    •4 million ounces of Proven and Probable gold reserves
    •Low “all-in” costs of $7711,2 per ounce gold
    •Low cash costs of US$4681 per ounce gold
    •Milled grade of 1.46 g/t1 gold
    •Location, location, location
•UNREALIZED DISTRICT POTENTIAL
   •New discovery, Intrepid Zone, with potential for near-term cash flow
   •Further potential for discovery along 6km trend

•PROVEN MANAGEMENT TEAM
   •Team has financed and built mines around the world
•STRONG FINANCIAL POSITION
   •$102 M as of Dec 31, 2012

                                    CURRENTLY TRADING AT 0.3x NAV
                                                      1. First 10 years. 2. Includes depreciation of pre-production and sustaining capital costs.

© 2013 RAINY RIVER RESOURCES LTD.                                                                                                              5
RRGP Feasibility Study Highlights, April 2013
                                                                                                     TSX: RR

                       AN INTERMEDIATE PRODUCER WITH LOW CASH COSTS
                                  AND 4.0 MOZ IN RESERVES
Open Pit Reserve:                      70.1 Mt @ 1.34 g/t gold, 3.07 g/t silver
 Stockpile:                            43.1 Mt @ 0.37 g/t gold, 1.97 g/t silver
                                       = 3.5 Moz gold and 9.6 Moz silver
Underground Reserve                    3.1 Mt @ 5.07 g/t gold, 6.69 g/t silver
                                       = 0.51 Moz gold and 0.67 Moz silver
Processing Rate                        20-21 ktpd open pit, 1 ktpd underground
Mill head grade:                       1.46 g/t gold, 3.19 g/t silver (first 10 years)
Strip ratio (waste/ore):               3.1:1*. Operating 2.8:1**
*Excludes overburden material. **Excludes overburden and capitalized waste.

Recoveries:                            90.4% (gold), 64.1% (silver)
Annual Production:                     326 koz (gold), 494 koz silver (first 10 years)
Cash costs:                            US$468 per ounce gold (first 10 years)
“All-in” cash costs***:                US$771 per ounce gold (first 10 years)
                                       ***includes depreciation of initial and sustaining capital.
Initial Capital:                       C$713 M
NPV5%                                  C$931 M, after-tax
IRR$1400/oz gold, $25/oz silver        23.7% , after-tax
   © 2013 RAINY RIVER RESOURCES LTD.                                                                           6
RRGP – Robust Project Metrics
                                                                                       TSX: RR




   • At $1400 Au, $25 Ag:                   NPV5% of $931M, after tax
                                            IRR of 23.7%
                                            Payback of 3.2 years
                                            Free cash flow over $2 B, first 10 years


Gold / Silver                          $1250 / $25   $1400 / $25   $1600 / $30   $1800 / $35
US$ per oz
NPV @ 5% - Pre-tax                       $1.0B         $1.3B         $1.7B         $2.1B
         - After-tax                     $0.7B         $0.9B         $1.2B         $1.5B

IRR - Pre-tax                            23.5%         27.8%         32.8%         37.6%
    - After-tax                          19.9%         23.7%         27.9%         32.1%

Annual free cash flow
 Over 5 years, pre-tax                  $244M          $284M         $335M        $387M
 Over 5 years, after-tax                $214M          $245M         $278M        $316M

   © 2013 RAINY RIVER RESOURCES LTD.                                                             7
Production and Cash Flow Profile
                                                                                                                                                                 TSX: RR
          Average Annual Production: 326,000 ounces gold, 494,000 ounces silver = 335,000 gold-equivalent ounces

                                                                                                                                                        $2.0B
                                   450                                                                                                                            2,000,000

                                                                                                                                                        $1.6B
PRODUCTION (koz gold-equivalent)




                                                                                                                                                                               Cumulative Free Cash Flow (C$000)
                                   400
                                                                                                                                                                  1,500,000
                                   350

                                   300                                                                                                                            1,000,000

                                   250
                                                                                                                                                                  500,000
                                   200

                                   150                                                                                                                            0

                                   100
                                                                                                                                                                  -500,000
                                    50

                                     0                                                                                                                            -1,000,000
                                            -2        -1        1      2   3   4      5    6    7       8   9   10    11      12     13     14     15      16
                                                                                                    YEAR
                                                                                                                     Silver in GEO
                                                              Underground          Sustaining Capital                Gold
                Open Pit
                                                              Development          Open Pit: $322 M                  Cumulative FCF C$000 (US$1400/oz gold, US$25/oz silver)
             Preproduction
                                                                 ($68M)            Underground: $95 M                Cumulative FCF C$000 (US$1600/oz gold, US$30/oz silver)
                ($713M)                                                                                         Notes:
                                                                                                                “GEO” = gold equivalent ounces. Cumulative FCF is after-tax
                                   © 2013 RAINY RIVER RESOURCES LTD.                                                                                                                                   8
The Rainy River Gold Project (RRGP)
                                                                         TSX: RR

•   High quality, low risk project       •   Proven Management Team
•   “Unrealized District Potential”      •   Strong Financial Position



3D View Looking North




     © 2013 RAINY RIVER RESOURCES LTD.                                             9
Pit Design for Elevated Grade
                                                       TSX: RR




                                    overburden




                                            FS Pit Design

                                            Resource Pit




© 2013 RAINY RIVER RESOURCES LTD.                                10
TSX: RR




Project Infrastructure:
• Power, rail within 25 km.
• Year round access.




     © 2013 RAINY RIVER RESOURCES LTD.             11
TSX: RR




© 2013 RAINY RIVER RESOURCES LTD.             12
Site Topography
                                    TSX: RR




© 2013 RAINY RIVER RESOURCES LTD.             13
Mine Environmental Assessment & Permitting
                                                                                             TSX: RR



                                      May 2012 – Document Submissions
      Provincial: Draft Terms of Reference                    Federal: Project Description



                                                    1H/2013
                                Mine Environmental Assessment Report to Agencies



                                                    1H/2014
                                      Ontario and Federal Ministers Decision



                                                    2H/2015
                                        Operating Permits and Approvals
© 2013 RAINY RIVER RESOURCES LTD.                                                                      14
Community and Environment
                                                                 TSX: RR



Environmental Risk Mitigation
   • No fish bearing lakes
   • Design with no-effect discharge
   • Plan for encapsulation of potentially acid-generating rock
   • Submerged tailings closure design (standard Canadian procedure)
   • Private land

Community Engagement: Completed to-date
    Participation Agreement (PA) with Fort Frances Chiefs Secretariat
    Memorandum of Understanding (MOU) with Big Grassy First Nations
    Setup Advisory Committee under PA to:
      • Maintain consultation
      • Facilitate communication and understanding of the EA process
      • Potential effects and inclusion of Traditional Knowledge

  © 2013 RAINY RIVER RESOURCES LTD.                                        15
Project Timeline: Focus on De-Risking
                                                 TSX: RR




      Feasibility Study            April 2013
•      Environmental Assessment     Q3-2013
•      Environmental Approvals      Q3-2014
•      Commence Construction        Q3-2014
•      Production                   Q3-2016

• Intrepid Resource                 Q3-2013
• Intrepid Scoping                  Q4-2013




© 2013 RAINY RIVER RESOURCES LTD.                          16
Making the Grade - Comparison to Peer Projects
                                                                                                                                                   TSX: RR


                                       Highest Grade M&I Resources of 8 Canadian Bulk Tonnage Gold Deposits
                                1.40
                                                                               (at a 0.30 g/t gold-equivalent cut-off)


                                1.20
M&I Resource Grade - g/t gold




                                1.00



                                0.80



                                0.60



                                0.40



                                0.20



                                0.00
                                       RRGP (Rainy                Malartic   Borden        Cote       Magino     Detour Lake   Blackwater  Hammond
                                         River)                   (Osisko)   (Probe)    (Iamgold)   (Argonaut)    (Detour)     (New Gold) Reef (Osisko)
                                                                                                                                       Note:
                                                                                                                                       Borden at 0.50 g/t cut-off
                                                                                                                                       Blackwater at a 0.40 g/t cut-off
                                                                                                                                       Malartic at a 0.32 g/t cut-off
                                  © 2013 RAINY RIVER RESOURCES LTD.                                                                                                 17
RRGP Stands Out Amongst Its Peers
                                                                                                                                                                                  TSX: RR



                                     RRGP                                Malartic                          Detour                       Blackwater                              Cote
                                  (years 1-10)
Head grade, g/t                           1.46                                0.97                             0.96                             0.86                             0.85

Tonnes per day,
                                         21,000                            60,000                           58,000                            60,000                           52,000
milled
Average
ounces gold                              326,000                          541,000                          597,000                           523,000                          481,000
per year

Start-Up Year                             2016                               2011                             2013                             2017                              2017

Initial Capex                             $713                               $839                           $1,733                            $1,815                           $1,696

Sustaining
                                         $484*                               $709                           $1,206                             $537                              $725
Capex
Cash cost,
                                          $468                               $679                             $775                             $599                              $729
US$/oz gold
All-in** cost,
                                          $771                               $957                           $1,178                            $1,205                           $1,189
US$/oz gold
                                                                        Comparison data courtesy of BMO Capital Markets.
                                                 *Includes underground development and sustaining capital, in addition to open pit sustaining capital.
                **“All –in” costs include pre-production, development and sustaining capital costs, as well as cash costs (including royalties and site G&A, and net of silver credits)
     © 2013 RAINY RIVER RESOURCES LTD.                                                                                                                                                      18
RRGP - An Undervalued Story
                                                                               TSX: RR



RR NAV, Base Case                         =$931 M (RRGP NAV) + $102 M (Cash)
                                          =$1033 M

                                    Value Gap   =$763 M

Current Market Cap                        =$ 270 M
Price / NAV                               = 0.26x

Yet to come:
 Intrepid Zone
 Regional Exploration

                                    WHAT IS THE TRUE VALUE GAP?

© 2013 RAINY RIVER RESOURCES LTD.                                                        19
District Potential for Growth

                                       TSX: RR




   © 2013 RAINY RIVER RESOURCES LTD.             20
TSX: RR




  NR121256: 1.1 & 5.1 / 9.0
  NR121256: 1.9 & 7.5 / 3.8



        NR121256: 34.8 & 6.9 / 1.5
            NR121256: 1.2 & 6.7 / 10.5




Deposit Cross Section
    © 2013 RAINY RIVER RESOURCES LTD.              21
TSX: RR




Vertical Longitudinal Section
   © 2013 RAINY RIVER RESOURCES LTD.             22
Pit Outline and Ramp Design:
      Intrepid Conveniently Located
                                       TSX: RR




  3D View Looking North




   © 2013 RAINY RIVER RESOURCES LTD.             23
TSX: RR




                                              24



© 2013 RAINY RIVER RESOURCES LTD.
TSX: RR




© 2013 RAINY RIVER RESOURCES LTD.             25
TSX: RR




© 2013 RAINY RIVER RESOURCES LTD.             26
TSX: RR




© 2013 RAINY RIVER RESOURCES LTD.             27
TSX: RR




    Composite of Drill Holes
© 2013 RAINY RIVER RESOURCES LTD.             28
The Rainy River Gold Project (RRGP)
                                                                         TSX: RR

•   High quality, low risk project       •   Proven Management Team
•   “Unrealized District Potential”      •   Strong Financial Position



3D View Looking North




     © 2013 RAINY RIVER RESOURCES LTD.                                             29
TSX: RR




                                    QUESTIONS?
© 2013 RAINY RIVER RESOURCES LTD.                     30
Strong Capital Structure and Institutional Support
                                                                             TSX: RR


Basic Shares Outstanding                          99.9 million

FD Shares Outstanding                             109.8 million

Cash and Equivalents (Dec 31, 2012)               C$102 million

Debt                                              C$0

Market Value Basic (based on $2.70 share price)   C$270 million

Enterprise Value (based on $2.70 share price)     C$168 million


Rated by 9 Analysts                               6 “buys”, 3 “holds”

                                                  60% Institutional

Ownership                                         37% Retail

                                                  3% Management

Significant Institutional Shareholder Base        Top 5 own ~30%

Ticker Symbol                                     RR on the TSX Main Board



© 2013 RAINY RIVER RESOURCES LTD.                                                      31
History
                                                                                                                                               TSX: RR



       The Rainy River Gold Project has attracted exploration interest since 1967. Various companies including Noranda, International Nickel
       Corporation of Canada, Hudson’s Bay Exploration and Development and Mingold Resources operated in the area centred on the Rainy
       River Gold Project between 1967 and 1989. The Ontario Geological Survey undertook geological mapping in 1971 and again in 1987 to
       1988 in conjunction with a rotasonic overburden drilling program. Nuinsco Resources Limited undertook exploration activities between
       1990 and 2004, with Rainy River continuing from 2005 onwards.

       Nuinsco drilled a series of widely spaced reverse circulation drill holes from 1994 to 1998, defining a fifteen kilometre long “gold-grains-in-
       till” dispersal train emanating from a thickly overburden-covered, six square kilometre “gold-in-bedrock” anomaly. Nuinsco completed a
       series of diamond drill programs to assess the mineral potential of the above anomalies which led to the initial discovery of the 17 Zone in
       1994. Nuinsco subsequently discovered the 34 Zone in 1995 and 433 Zone in 1997. Between 1994 and 1998, Nuinsco drilled 597 reverse
       circulation holes and 217 diamond drill holes (49,515 metres). These were mostly in the Richardson area. The 34 Zone was further drill
       tested between 1999 and 2004.

       In June 2005, Rainy River completed the acquisition of a 100 percent interest in the project from Nuinsco. In the same year, Rainy River
       relogged key sections of the historical core drilled on the property and then input all of the data into a GIS database. Rainy River
       subsequently drilled in excess of 100 reverse circulation holes in three phases to better define the gold-in-till and gold-in- bedrock”
       anomalies.

       Between 2005 and 2007, 209 diamond drill holes for 95,340 metres were drilled. In April 2008, a mineral resource estimate was
       completed by CCIC. In 2009, SRK prepared a mineral resource statement incorporating information from an additional 112 core
       boreholes (59,719 metres) drilled during 2008. In early 2010, SRK prepared a revised mineral resource statement to incorporate
       information from 124 core boreholes (68,453 metres) drilled on the project during 2009. In early 2011, SRK updated the mineral resource
       statement to incorporate information from 163 core boreholes (84,648 metres) drilled on the project during 2010. A further 17,100 metres
       were included in the June 29, 2011 resource statement, with a further 170,000 metres incorporated in the February 24, 2012 statement.
       On October 10, 2012, the latest resource update was issued, incorporating 145 more drill holes (79,238 metres).




© 2013 RAINY RIVER RESOURCES LTD.                                                                                                                        32
Geology
                                                                                                                                              TSX: RR


Regional and Local Geology
       The Rainy River Gold Project falls within the 2.7 billion year Rainy River Greenstone Belt that forms part of the Wabigoon Subprovince.
       The Wabigoon Subprovince is a 900 kilometre long east-west trending area of komaiitic to calc-alkaline metavolcanics that are in turn
       succeeded by clastics and chemical sediments. Granitoid batholiths have intruded into these rocks, forming synformal structures in the
       supracrustals that often have shear zones along their axial planes.
       The Wabigoon Subprovince basement lithologies were overlain by Mesozoic (Jurassic and Cretaceous) sediments and were subjected to
       deep lateritic weathering followed by Quaternary glaciation. Limited preservation of the Mesozoic cover sediments and saprolite occurs in
       localized palaeo-lows.
       The Wabigoon basement rocks and remnant Mesozoic cover sediments are overlain by Labradorian till of northeastern provenance. This
       till has been found to contain anomalous concentrations of gold grains, auriferous pyrite and copper-zinc sulphides. It is overlain by a
       glaciolacustrine clay and silt horizon and by argillaceous and calcareous Keewatin till of western provenance.
       The Rainy River Gold Project is primarily underlain by a series of tholeiitic mafic rocks that are structurally overlain by calc-alkalic
       intermediate to felsic metavolcanic rocks. Intermediate rocks (dacites) host most of the gold mineralization. At a regional scale, the
       strongest and earliest deformation event produced a well-defined penetrative fabric. This foliation is approximately parallel to the trend of
       the metavolcanic rocks that strike at approximately 120 degrees and dip fifty to seventy degrees to the south. Structural geology studies
       by SRK suggest that the current geometry and plunge of the gold mineralization is the result of high strain deforming features associated
       with gold mineralization and rotating the mineralization plunge parallel to the stretching direction.
Deposit Types and Mineralization
       At least two stages of gold mineralization exists in the Rainy River Gold Project:
       Early (low to moderate grade) gold mineralization associated with sulphide (pyrite-sphaleritechalcopyrite-galena) stringers and veins and
       disseminated pyrite in quartz-phyric volcaniclastic rocks and conglomerate; and Late (high-grade) gold mineralization associated with
       quartz-pyrite-chalcopyrite-gold veins and veinlets.
       Both styles of gold mineralization have been progressively overprinted by deformation, The gold mineralization is interpreted as a hybrid
       deposit type consisting of an early gold-rich volcanogenic sulphide mineralization overprinted by shear-hosted mesothermal gold
       mineralization.
       In addition to the gold mineralization, the project also contains nickel, copper and platinum group metals sulphide mineralization
       associated with a differentiated ultramafic-mafic intrusion. That magmatic-hydrothermal mineralization occurs within the main auriferous
       zones and crosscuts the volcanogenic sulphide mineralization and the later mesothermal gold mineralization associated with the regional
       deformation.




© 2013 RAINY RIVER RESOURCES LTD.                                                                                                                       33
Rainy River Resource: Organic Growth in Gold
           October 2012 based on drill data as of June 10:                                                                657,500 metres
                                                                                                                          1,424 diamond drill holes                                                  TSX: RR




Qualified Persons – The mineral resource statement was prepared by Dorota El-Rassi, P.Eng. (APEO #100012348) and Glen Cole, P.Geo (APGO #1416), of SRK, both “independent qualified persons” as that term is defined in
National Instrument 43-101. Rainy River’s exploration program in Richardson Township is being supervised by Kerry Sparkes, P.Geo (APEGBC #25261), Vice-President Exploration and a Qualified Person as defined by National
Instrument 43-101. The Company continues to implement a rigorous QA/QC program to ensure best practices in sampling and analysis of drill core. The procedures of the QA/QC program are detailed on Rainy River’s website
at www.rainyriverresources.com.
           © 2013 RAINY RIVER RESOURCES LTD.                                                                                                                                                                           34
Rainy River Resource: Organic Growth in Silver
           October 2012 based on drill data as of June 10:                                                                657,500 metres
                                                                                                                          1,424 diamond drill holes                                                  TSX: RR




Qualified Persons – The mineral resource statement was prepared by Dorota El-Rassi, P.Eng. (APEO #100012348) and Glen Cole, P.Geo (APGO #1416), of SRK, both “independent qualified persons” as that term is defined in
National Instrument 43-101. Rainy River’s exploration program in Richardson Township is being supervised by Kerry Sparkes, P.Geo (APEGBC #25261), Vice-President Exploration and a Qualified Person as defined by National
Instrument 43-101. The Company continues to implement a rigorous QA/QC program to ensure best practices in sampling and analysis of drill core. The procedures of the QA/QC program are detailed on Rainy River’s website
at www.rainyriverresources.com.
           © 2013 RAINY RIVER RESOURCES LTD.                                                                                                                                                                           35
Feasibility Study Assumptions
                                                                         TSX: RR


Gold Price                          $1,400 USD/oz
Silver Price                        $25 USD/oz
                                    1.00 CAD: 1.00 USD (Initial)
Exchange rate
                                    1.07 CAD: 1.00 USD (Operations)
Discount rate                       5%
Mine Equipment Lease                4.5% over 8 years
Gold Recovery                       90.4% (variable by grade)
Silver Recovery                     64.1% (variable by grade)
Open Pit Production                 21,000 tpd, scaling down to 20,000 tpd
Underground Production              1,000 tpd
Process Plant Capacity              21,000 tpd
Mine Life                           16 years



© 2013 RAINY RIVER RESOURCES LTD.                                                  36
RRGP – Reserves (April 10, 2013)
                                                                                                                                                                                                  TSX: RR




Mineral Reserves, Rainy River Gold Project, BBA and Golder, April 10, 2013
                              Quantity             Grade                        Metal
                                Mt          Au gpt       Ag gpt      Au ‘000 oz       Ag ‘000 oz
Open Pit*
    Proven                     27.7          1.14         1.94          1,015           1,728
    Probable                   85.5          0.91         2.88          2.511           7,919
    Total                      113.2         0.97         2.65          3.525           9,647
Underground*
    Proven
    Probable                    3.1          5.07         6.69           506             668
    Total                       3.1          5.07         6.69           506             668
Combined Mining*
    Proven                     27.7          1.14         1.94          1,015           1,728
    Probable                   88.6          1.06         3.01          3,017           8,587
    Total                      116.3         1.08         2.76          4,031          10,315
*Open Pit Reserves have been estimated using a cut-off grade of 0.30 g/t gold-equivalent, and Underground Reserves have been estimated using a cut-off grade of 3.5 g/t gold-equivalent. Open Pit Reserves
have been estimated using a dilution of 9.7% at 0.22 g/t Au and 1.31 g/t Ag, and Underground Reserves have been estimated using a CAF dilution of 9% at 0.61 g/t Au and 4.16 g/t Ag and LH dilution of 10% at
1.56 gpt Au and 1.28 gpt Ag. Open Pit Reserves have been estimated using a mine recovery of 95%, and Underground reserves have been estimated using a mine recovery of 95%.

Qualified persons - The mineral reserve statement was prepared by Patrice Live (OIQ #38991) of BBA and Donald Tolfree (APEGBC #32557), of Golder , both "independent qualified persons" as that term is
defined in National Instrument 43-101. Rainy River's engineering assessment in Richardson Township is being supervised by Garett Macdonald, P.Eng. (PEO #90475344), Vice-President Operations and a
Qualified Person as defined by National Instrument 43-101.

Reserves are derived from the October 10. 2012 Resource Statement, prepared by Dorota El-Rassi, P.Eng. (APEO #100012348) and Glen Cole, P.Geo (APGO #1416), of SRK, both "independent qualified
persons" as that term is defined in National Instrument 43-101. Rainy River’s exploration program in Richardson Township is being supervised by Kerry Sparkes, P.Geo. (APEGBC #25261), Vice-President
Exploration and a Qualified Person as defined by National Instrument 43-101. The Company continues to implement a rigorous QA/QC program to ensure best practices in sampling and analysis of drill core.




   © 2013 RAINY RIVER RESOURCES LTD.                                                                                                                                                                            37
Operations Overview
                                                                                                                               TSX: RR

          Project Profile
          •       Process                        SAG Mill, Ball Mill, Gravity, Whole Ore Leach
          •       Recoveries, LOM                90.4% for Au, 64.1% for Ag
          •       Production
          Open Pit
          •       Open pit reserve               70.1 Mt @ 1.34 g/t Au, 3.07 g/t Ag
          •       Stockpile                      43 Mt @ 0.37 g/t Au, 1.97 g/t Ag
          •       Mill Throughput                20 ktpd
          •       Strip ratio                    3.1:1*. Operating strip ratio 2.8:1**
                                                 *Excludes overburden material. **Excludes overburden and capitalized waste.

          •       Open pit mine life             16 years
          •       Capex        Initial           C$713 M
          •                         Sustaining   C$322 M, includes tailings, waste, overburden, equipment
          •       Mine cost                      C$1.95/t mined
          Underground
          •       Underground reserve            3.1 Mt @ 5.07 g/t gold, 6.69 g/t silver
          •       Mill throughput                500 tpd in Year 3, ramping up to 1,000 tpd in Year 5
          •       Underground mine life          11 years
          •       Capex         Development      C$67.8 M, Years 1-3
                                Sustaining       C$94.6 M, Years 6-10
          •       Mine Cost                      C$75.52/t mined
          •       Processing                     C$8.65/t milled
          •       G&A                            C$1.21/t
© 2013 RAINY RIVER RESOURCES LTD.                                                                                                        38
Mine Design
                                                                                      TSX: RR


Open Pit Design                                 Underground Design
• 70.1 Mt @ 1.34 g/t Au, 3.07 Ag                • 3.1 Mt @ 5.07 g/t Au, 6.69 g/t Ag
• Stockpile: 43 Mt @ 0.37 g/t Au, 1.97 g/t Ag   • Production:
• Production:                                        • 0.46 Moz Au, 0.43 Moz Ag
     • 3.19 Moz Au, 6.19 Moz Ag                 • Method: Long Hole (80%), Cut and Fill (20%)
• 2.8 operating strip ratio                     • 1,000 tpd to mill
• 21,000 tpd to mill                            • 11 year mine life including development
• 16 year mine life, including stockpile


 3D View Looking North




  © 2013 RAINY RIVER RESOURCES LTD.                                                             39
Process Plant Design - Flowsheet
                                                                                                                                        TSX: RR




                                                                                                                    PROCESS
            GYRATORY                                                                             PRE-LEACH
                                                                                                                     WATER
            CRUSHER                                                                              THICKENER
                                                                                                                      TANK

                                                                                   CYCLONES


                                                       SAG MILL         SCALPING
                                                                         SCREEN
                                                           PEBBLE CRUSHER

                                                                                   BALL MILL
                                                                                                  CYANIDE LEACH


                                                                     PUMP BOX
                                                                      & PUMP



                                                                                           CARBON-IN-
                                                              GRAVITY                        PULP
                                                           CONCENTRATORS
                                                                                                                      PROCESS
                                                                                                        PRE-DETOX
                                                                                                                       WATER
                                                                             CARBON STRIPPING           THICKENER
                                                                                                                        TANK

                                               ELECTRO INTENSIVE
                                               WINNING CYANIDATION
                                                        REACTOR

                                                                                                      CYANIDE
                                                                                                    DESTRUCTION         TAILINGS POND
                DORÉ BAR            REFINING
                                                                       ELECTRO
                                                                       WINNING


© 2013 RAINY RIVER RESOURCES LTD.                                                                                                                 40
Project Capital: Open Pit Components
                                                                             TSX: RR

  Pre-Production Capital: $713M
                                             6% Waste Stripping $41.9M
6% Tailings and Water
   Management $44.9M                             4% Equipment $26.2M
6% Overburden Stripping
                                          40% Process Plant $283.7M
   $43.1M
8% Contingency $55.0M
15% Site and Mine
   Infrastructure $105.7M
                                      16% Indirect Costs $112.8M

  Sustaining Capital: $322 M
  7% Tailings Dam                            1% Site Development, Facilities, net
     Construction $23.6M                        $3.4M

                                                    50% Equipment Capital Lease
    19% Waste Stripping
                                                       $161.5M
         Costs $62.7M


 22% Overburden Stripping
    Cost $70.7M

  © 2013 RAINY RIVER RESOURCES LTD.                                                    41
Project Capital: Underground Components
                                                                                          TSX: RR


Development Capital: $68 M


                      76% Mining Equipment and
                         Infrastructure $16.1M


                      24% Vertical & Horizontal
                         Development $51.7M




Sustaining Capital: $95 M


                             41% Mining Equipment and
                                Infrastructure $38.7M




                                                        59% Vertical Development $55.9M
© 2013 RAINY RIVER RESOURCES LTD.                                                                   42
Consultants and Contractors
                                                                                 TSX: RR


•      Engineering and Procurement – BBA
          •      Osisko, Detour, Thompson Creek
•      Construction Management – Merit Consulting
          •      Copper Mountain, Goldcorp Red Lake
•      Permitting & Environmental – AMEC
          •      Detour Lake (Detour), Victor (De Beers), Hollinger (Goldcorp)
•      Resources – SRK
          •      Fresnillo, Agnico Eagle, Queenston/Osisko
•      Resources – SGS
          •      Barrick, Teck, Goldcorp, Agnico Eagle
•      UG Mine Planning – Golder Associates
          •      Mercedes (Yamana), Kiggavik (AREVA)
•      Energy Consulting – SanZoe
          •      Detour Lake (Detour)
•      Road Consulting – TBT Engineering
          •      MTO

© 2013 RAINY RIVER RESOURCES LTD.                                                          43
Proven Management Team
                                                                                                                              TSX: RR



Raymond Threlkeld, President & CEO                                 Nicholas Nikolakakis, Vice President & CFO
• Over 30 years experience in exploration, mine development,       • 17 years experience in corporate finance, accounting
  mine operations and executive management                           and senior management

• Former President & CEO of Western Goldfields                     • Former VP Finance with Barrick Gold Corporation, Regional
                                                                     CFO with Placer Dome, and investment banker with
• Former Vice President, Project Development with Barrick            BMO Nesbitt Burns
  Gold Corp.


Michael Mutchler, COO                                              Garett Macdonald, Vice President, Operations
• 30 years of underground and open pit mining experience           • P. Eng and MBA with over 15 years experience in mine
  in both operations and projects.                                   engineering and operations with Placer Dome and Suncor Energy

• Former Kinross VP, Project Development Services, Project
  Manager - Paracatu Mine Optimization feasibility study in
  Brazil, Mining Manager - Cerro Casale Mine feasibility study     Kerry Sparkes, Vice President, Exploration
  in Chile, and Operations Manager - Round Mountain Mine
  in Nevada.                                                       • P. Geo with over 22 years experience

• 20 years with ASARCO Incorporated in positions of increasing     • Instrumental in the discovery and delineation of the Voisey’s
  responsibility ranging from Mine Engineer, Mine Foreman,           Bay nickel deposit
  Mine Manager and General Manager.



Kyle Stanfield, VP, Environment & Sustainability                   Gerry Shields, Vice President and General Counsel
• 15+ years environmental assessment and mine permitting.          • Lawyer with over 30 years of experience in advising both public and
                                                                     private companies on a broad range of legal matters including
• Led largest harmonized mining environmental assessment in B.C.
                                                                     equity financings, mergers and acquisitions, takeovers, corporate
  (Galore Creek).
                                                                     governance and general corporate and securities law
• Environmental Engineer with Placer Dome: Africa, South America
  and Canada
© 2013 RAINY RIVER RESOURCES LTD.                                                                                                          44
Board Expertise: Projects,
Finance, Governance                                                                                                          TSX: RR



Leo Berezan, Chairman of the Board                              Richard Pettit, Independent Director
• Established a successful career over past 30 years            • C.A.
  in commercial real estate development and property
                                                                • Over 30 years of experience as a C.A., mainly with
  management
                                                                  PricewaterhouseCoopers where he was a senior partner
• Audit Committee member                                          of their Corporate Advisory and Restructuring practice
                                                                • Brings strong financial literacy as well as analytical and risk
                                                                  management skills to the Rainy Board
Dale Peniuk, Independent Director & Audit                       • Audit Committee member
Committee Chair
• B.Comm and C.A.
• Provides financial consulting services to a number of         Jim Excell, Independent Director
  mining companies
                                                                • Metallurgical Engineer with extensive senior executive,
• Formerly an assurance partner with KMPG’s Vancouver office,     mine management and process engineering experience
  specializing in the mining area and the leader of KPMG’s
                                                                • Over 30 years with BHP Billiton, responsible for overseeing
  Vancouver office mining industry group
                                                                  the management and development of some of the world’s
                                                                  premier mining projects including the EKATI diamond mine
                                                                  in the Northwest Territories.

Stuart Averill, Independent Director
• P.Geo and founder and owner of Overburden Drilling            Raymond Threlkeld, Director
  Management (ODM)
• Played critical roles in the several discoveries in Canada
  including the Collins Bay “B” uranium mine (SK), the Casa
                                                                Gerry Shields, Director
  Berardi gold district (QC) and the original #17 and #433
  gold discoveries at Rainy River



© 2013 RAINY RIVER RESOURCES LTD.                                                                                                      45
Analyst Coverage
                                                                                                                                                                                                   TSX: RR




      Analyst                              Company                                                     Email                                                                    Telephone


    John Hayes                             BMO Capital Markets                                         johnp.hayes@bmo.com                                                    416.359.6189

    Eric Winmill                           Casimir Capital Ltd.                                        ewinmill@casimircapital.ca                                             416.628.3772

    Jeff Killeen                           CIBC World Markets                                          jeff.killeen@cibc.ca                                                   416.956.6218

    Adam Melnyk                            Desjardins Securities Inc.                                  adam.melnyk@vmd.desjardins.com                                         416.607.3081

    Paolo Lostritto                        National Bank Financial                                     paolo.lostritto@nbfinancial.com                                        416.869.6754

    Don Blyth                              Paradigm Capital                                            dblyth@paradigmcap.com                                                 416.360.3461

    Sam Crittenden                         RBC Capital Markets                                         sam.crittenden@rbccm.com                                               416.842.7886

    Leily Omoumi                           Scotia Capital Inc.                                         leily.omoumi@scotiabank.com                                            416.945.4527

    Craig Stanley                          Stifel Nicolaus Canada                                      stanleyc@stifel.com                                                    416.815.3103


    Rainy River Resources Ltd. is followed by the research analysts listed. Please note that any opinions, estimates, or forecasts regarding Rainy River’s performance made by these analysts are theirs
    alone and do not represent opinions, forecasts, or predictions of Rainy River or its management. Rainy River does not, by its reference below or distribution, imply its endorsement of, or concurrence
    with, such information, conclusions, or recommendations.
    Rainy River does not provide analyst reports to persons outside of the company. Please contact the research analyst directly to obtain a report.




© 2013 RAINY RIVER RESOURCES LTD.                                                                                                                                                                             46
DEFINING CANADA’S NEWEST GOLD DISTRICT
                                            Indi Gopinathan, Director, Investor Relations
                                                                                            TSX: RR
                                                      Telephone: 416.645.7289
                                            Email: igopinathan@rainyriverresources.com




© 2013 RAINY RIVER RESOURCES LTD.

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Rainy River Resources Ltd. Corporate Presentation - April 2013

  • 2. Forward Looking Information TSX: RR This presentation contains “forward-looking information” as defined in applicable securities laws (referred to herein as “forward-looking statements”). Forward looking statements include, but are not limited to, statements with respect to the cost and timing of the development of the Rainy River project, the other economic parameters of the project, as set out in its feasibility study; the success and continuation of exploration activities; estimates of mineral reserve and resources; acquisitions of additional mineral properties; the future price of gold; government regulations and permitting timelines; estimates of reclamation obligations that may be assumed; requirements for additional capital; environmental risks; and general business and economic conditions. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “continues”, “forecasts”, “projects”, “predicts”, “intends”, “anticipates” or “believes”, or variations of, or the negatives of, such words and phrases, or statements that certain actions, events or results “may”, “could”, “would”, “should”, “might” or “will” be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Company’s actual results, performance or achievements to be materially different from any of its future results, performance or achievements expressed or implied by forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, the assumptions underlying the feasibility study not being realized, decrease of future gold prices, cost of labour, supplies, fuel and equipment rising, availability of financing on attractive terms, actual results of current exploration, changes in project parameters, exchange rate fluctuations, delays and costs inherent to consulting and accommodating rights of First Nations, title risks, regulatory risks and uncertainties with respect to obtaining necessary surface rights and permits or delays in obtaining same, and other risks involved in the gold exploration and development industry, as well as those risk factors discussed in the section entitled “Description of Business-Risk Factors” in Rainy River's 2012 Annual Information Form and its other SEDAR filings from time to time. Forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to, the availability of financing for the Company’s exploration and development activities; the timelines for the Company’s exploration and development activities on the Rainy River Property; the availability of certain consumables and services; assumptions made in mineral resource estimates, including geological interpretation grade, recovery rates, gold price assumptions and operational costs; and general business and economic conditions. All forward- looking statements herein are qualified by this cautionary statement. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements whether as a result of new information or future events or otherwise, except as may be required by law. This presentation uses the terms “proven mineral reserves”, “probable mineral reserves”, “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources”. The Company advises readers that these terms are defined in accordance with Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”)). The United States Securities and Exchange Commission does not recognize mineral resources. Readers are cautioned not to assume that any part or all of the mineral deposits in these categories will ever be converted in to reserves. In addition, “inferred resources” have a great amount of uncertainty as to their existence, and economic and legal feasibility. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Under Canadian rules, estimates of inferred mineral resources may not form the basis of feasibility or pre-feasibility studies, or economic studies, except for a Preliminary Assessment as defined under NI 43-101. Investors are cautioned not to assume that part or all of an inferred resource exists, or is economically or legally mineable. For additional information with respect to the key assumptions, parameters, risks and other technical information underlying to the mineral resource estimates and the preliminary economic assessment discussed in this presentation, refer to: (i) the press release dated October 10, 2012 with respect to the mineral resource estimates, available at www.sedar.com; (ii) the press release dated April 10, 2013”, with respect to the feasibility study,, available at www.sedar.com; and (iii) the technical report entitled “NI 43-101 Feasibility Study of the Rainy River Gold Property, Ontario, Canada”, with respect to the feasibility study, which will be available on www.sedar.com. © 2013 RAINY RIVER RESOURCES LTD. 2
  • 3. Rainy River Resources Ltd. TSX: RR Rainy River Gold Project Capital Profile • 4.0 million ounces in reserves • Shares*, M, Basic 99.9 • Intermediate production profile M, Fully diluted 109.8 • Low cash costs • Cash*, C$M $102 • Low infrastructure costs • Market Cap, C$M $270 • Proven Management team • Covered by 9 Analysts • Excellent exploration upside • Strong financial position As at Dec 31, 2012. © 2013 RAINY RIVER RESOURCES LTD. 3
  • 4. Located in Mining Friendly Ontario, Canada TSX: RR Half of the 12 recently announced junior gold acquisitions were for projects located in Canada, a safe, mining-friendly jurisdiction. Rainy River Gold Project © 2013 RAINY RIVER RESOURCES LTD. 4
  • 5. Why Rainy River? TSX: RR •HIGH QUALITY, LOW RISK PROJECT •4 million ounces of Proven and Probable gold reserves •Low “all-in” costs of $7711,2 per ounce gold •Low cash costs of US$4681 per ounce gold •Milled grade of 1.46 g/t1 gold •Location, location, location •UNREALIZED DISTRICT POTENTIAL •New discovery, Intrepid Zone, with potential for near-term cash flow •Further potential for discovery along 6km trend •PROVEN MANAGEMENT TEAM •Team has financed and built mines around the world •STRONG FINANCIAL POSITION •$102 M as of Dec 31, 2012 CURRENTLY TRADING AT 0.3x NAV 1. First 10 years. 2. Includes depreciation of pre-production and sustaining capital costs. © 2013 RAINY RIVER RESOURCES LTD. 5
  • 6. RRGP Feasibility Study Highlights, April 2013 TSX: RR AN INTERMEDIATE PRODUCER WITH LOW CASH COSTS AND 4.0 MOZ IN RESERVES Open Pit Reserve: 70.1 Mt @ 1.34 g/t gold, 3.07 g/t silver Stockpile: 43.1 Mt @ 0.37 g/t gold, 1.97 g/t silver = 3.5 Moz gold and 9.6 Moz silver Underground Reserve 3.1 Mt @ 5.07 g/t gold, 6.69 g/t silver = 0.51 Moz gold and 0.67 Moz silver Processing Rate 20-21 ktpd open pit, 1 ktpd underground Mill head grade: 1.46 g/t gold, 3.19 g/t silver (first 10 years) Strip ratio (waste/ore): 3.1:1*. Operating 2.8:1** *Excludes overburden material. **Excludes overburden and capitalized waste. Recoveries: 90.4% (gold), 64.1% (silver) Annual Production: 326 koz (gold), 494 koz silver (first 10 years) Cash costs: US$468 per ounce gold (first 10 years) “All-in” cash costs***: US$771 per ounce gold (first 10 years) ***includes depreciation of initial and sustaining capital. Initial Capital: C$713 M NPV5% C$931 M, after-tax IRR$1400/oz gold, $25/oz silver 23.7% , after-tax © 2013 RAINY RIVER RESOURCES LTD. 6
  • 7. RRGP – Robust Project Metrics TSX: RR • At $1400 Au, $25 Ag: NPV5% of $931M, after tax IRR of 23.7% Payback of 3.2 years Free cash flow over $2 B, first 10 years Gold / Silver $1250 / $25 $1400 / $25 $1600 / $30 $1800 / $35 US$ per oz NPV @ 5% - Pre-tax $1.0B $1.3B $1.7B $2.1B - After-tax $0.7B $0.9B $1.2B $1.5B IRR - Pre-tax 23.5% 27.8% 32.8% 37.6% - After-tax 19.9% 23.7% 27.9% 32.1% Annual free cash flow Over 5 years, pre-tax $244M $284M $335M $387M Over 5 years, after-tax $214M $245M $278M $316M © 2013 RAINY RIVER RESOURCES LTD. 7
  • 8. Production and Cash Flow Profile TSX: RR Average Annual Production: 326,000 ounces gold, 494,000 ounces silver = 335,000 gold-equivalent ounces $2.0B 450 2,000,000 $1.6B PRODUCTION (koz gold-equivalent) Cumulative Free Cash Flow (C$000) 400 1,500,000 350 300 1,000,000 250 500,000 200 150 0 100 -500,000 50 0 -1,000,000 -2 -1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 YEAR Silver in GEO Underground Sustaining Capital Gold Open Pit Development Open Pit: $322 M Cumulative FCF C$000 (US$1400/oz gold, US$25/oz silver) Preproduction ($68M) Underground: $95 M Cumulative FCF C$000 (US$1600/oz gold, US$30/oz silver) ($713M) Notes: “GEO” = gold equivalent ounces. Cumulative FCF is after-tax © 2013 RAINY RIVER RESOURCES LTD. 8
  • 9. The Rainy River Gold Project (RRGP) TSX: RR • High quality, low risk project • Proven Management Team • “Unrealized District Potential” • Strong Financial Position 3D View Looking North © 2013 RAINY RIVER RESOURCES LTD. 9
  • 10. Pit Design for Elevated Grade TSX: RR overburden FS Pit Design Resource Pit © 2013 RAINY RIVER RESOURCES LTD. 10
  • 11. TSX: RR Project Infrastructure: • Power, rail within 25 km. • Year round access. © 2013 RAINY RIVER RESOURCES LTD. 11
  • 12. TSX: RR © 2013 RAINY RIVER RESOURCES LTD. 12
  • 13. Site Topography TSX: RR © 2013 RAINY RIVER RESOURCES LTD. 13
  • 14. Mine Environmental Assessment & Permitting TSX: RR May 2012 – Document Submissions Provincial: Draft Terms of Reference Federal: Project Description 1H/2013 Mine Environmental Assessment Report to Agencies 1H/2014 Ontario and Federal Ministers Decision 2H/2015 Operating Permits and Approvals © 2013 RAINY RIVER RESOURCES LTD. 14
  • 15. Community and Environment TSX: RR Environmental Risk Mitigation • No fish bearing lakes • Design with no-effect discharge • Plan for encapsulation of potentially acid-generating rock • Submerged tailings closure design (standard Canadian procedure) • Private land Community Engagement: Completed to-date  Participation Agreement (PA) with Fort Frances Chiefs Secretariat  Memorandum of Understanding (MOU) with Big Grassy First Nations  Setup Advisory Committee under PA to: • Maintain consultation • Facilitate communication and understanding of the EA process • Potential effects and inclusion of Traditional Knowledge © 2013 RAINY RIVER RESOURCES LTD. 15
  • 16. Project Timeline: Focus on De-Risking TSX: RR  Feasibility Study April 2013 • Environmental Assessment Q3-2013 • Environmental Approvals Q3-2014 • Commence Construction Q3-2014 • Production Q3-2016 • Intrepid Resource Q3-2013 • Intrepid Scoping Q4-2013 © 2013 RAINY RIVER RESOURCES LTD. 16
  • 17. Making the Grade - Comparison to Peer Projects TSX: RR Highest Grade M&I Resources of 8 Canadian Bulk Tonnage Gold Deposits 1.40 (at a 0.30 g/t gold-equivalent cut-off) 1.20 M&I Resource Grade - g/t gold 1.00 0.80 0.60 0.40 0.20 0.00 RRGP (Rainy Malartic Borden Cote Magino Detour Lake Blackwater Hammond River) (Osisko) (Probe) (Iamgold) (Argonaut) (Detour) (New Gold) Reef (Osisko) Note: Borden at 0.50 g/t cut-off Blackwater at a 0.40 g/t cut-off Malartic at a 0.32 g/t cut-off © 2013 RAINY RIVER RESOURCES LTD. 17
  • 18. RRGP Stands Out Amongst Its Peers TSX: RR RRGP Malartic Detour Blackwater Cote (years 1-10) Head grade, g/t 1.46 0.97 0.96 0.86 0.85 Tonnes per day, 21,000 60,000 58,000 60,000 52,000 milled Average ounces gold 326,000 541,000 597,000 523,000 481,000 per year Start-Up Year 2016 2011 2013 2017 2017 Initial Capex $713 $839 $1,733 $1,815 $1,696 Sustaining $484* $709 $1,206 $537 $725 Capex Cash cost, $468 $679 $775 $599 $729 US$/oz gold All-in** cost, $771 $957 $1,178 $1,205 $1,189 US$/oz gold Comparison data courtesy of BMO Capital Markets. *Includes underground development and sustaining capital, in addition to open pit sustaining capital. **“All –in” costs include pre-production, development and sustaining capital costs, as well as cash costs (including royalties and site G&A, and net of silver credits) © 2013 RAINY RIVER RESOURCES LTD. 18
  • 19. RRGP - An Undervalued Story TSX: RR RR NAV, Base Case =$931 M (RRGP NAV) + $102 M (Cash) =$1033 M Value Gap =$763 M Current Market Cap =$ 270 M Price / NAV = 0.26x Yet to come:  Intrepid Zone  Regional Exploration WHAT IS THE TRUE VALUE GAP? © 2013 RAINY RIVER RESOURCES LTD. 19
  • 20. District Potential for Growth TSX: RR © 2013 RAINY RIVER RESOURCES LTD. 20
  • 21. TSX: RR NR121256: 1.1 & 5.1 / 9.0 NR121256: 1.9 & 7.5 / 3.8 NR121256: 34.8 & 6.9 / 1.5 NR121256: 1.2 & 6.7 / 10.5 Deposit Cross Section © 2013 RAINY RIVER RESOURCES LTD. 21
  • 22. TSX: RR Vertical Longitudinal Section © 2013 RAINY RIVER RESOURCES LTD. 22
  • 23. Pit Outline and Ramp Design: Intrepid Conveniently Located TSX: RR 3D View Looking North © 2013 RAINY RIVER RESOURCES LTD. 23
  • 24. TSX: RR 24 © 2013 RAINY RIVER RESOURCES LTD.
  • 25. TSX: RR © 2013 RAINY RIVER RESOURCES LTD. 25
  • 26. TSX: RR © 2013 RAINY RIVER RESOURCES LTD. 26
  • 27. TSX: RR © 2013 RAINY RIVER RESOURCES LTD. 27
  • 28. TSX: RR Composite of Drill Holes © 2013 RAINY RIVER RESOURCES LTD. 28
  • 29. The Rainy River Gold Project (RRGP) TSX: RR • High quality, low risk project • Proven Management Team • “Unrealized District Potential” • Strong Financial Position 3D View Looking North © 2013 RAINY RIVER RESOURCES LTD. 29
  • 30. TSX: RR QUESTIONS? © 2013 RAINY RIVER RESOURCES LTD. 30
  • 31. Strong Capital Structure and Institutional Support TSX: RR Basic Shares Outstanding 99.9 million FD Shares Outstanding 109.8 million Cash and Equivalents (Dec 31, 2012) C$102 million Debt C$0 Market Value Basic (based on $2.70 share price) C$270 million Enterprise Value (based on $2.70 share price) C$168 million Rated by 9 Analysts 6 “buys”, 3 “holds” 60% Institutional Ownership 37% Retail 3% Management Significant Institutional Shareholder Base Top 5 own ~30% Ticker Symbol RR on the TSX Main Board © 2013 RAINY RIVER RESOURCES LTD. 31
  • 32. History TSX: RR The Rainy River Gold Project has attracted exploration interest since 1967. Various companies including Noranda, International Nickel Corporation of Canada, Hudson’s Bay Exploration and Development and Mingold Resources operated in the area centred on the Rainy River Gold Project between 1967 and 1989. The Ontario Geological Survey undertook geological mapping in 1971 and again in 1987 to 1988 in conjunction with a rotasonic overburden drilling program. Nuinsco Resources Limited undertook exploration activities between 1990 and 2004, with Rainy River continuing from 2005 onwards. Nuinsco drilled a series of widely spaced reverse circulation drill holes from 1994 to 1998, defining a fifteen kilometre long “gold-grains-in- till” dispersal train emanating from a thickly overburden-covered, six square kilometre “gold-in-bedrock” anomaly. Nuinsco completed a series of diamond drill programs to assess the mineral potential of the above anomalies which led to the initial discovery of the 17 Zone in 1994. Nuinsco subsequently discovered the 34 Zone in 1995 and 433 Zone in 1997. Between 1994 and 1998, Nuinsco drilled 597 reverse circulation holes and 217 diamond drill holes (49,515 metres). These were mostly in the Richardson area. The 34 Zone was further drill tested between 1999 and 2004. In June 2005, Rainy River completed the acquisition of a 100 percent interest in the project from Nuinsco. In the same year, Rainy River relogged key sections of the historical core drilled on the property and then input all of the data into a GIS database. Rainy River subsequently drilled in excess of 100 reverse circulation holes in three phases to better define the gold-in-till and gold-in- bedrock” anomalies. Between 2005 and 2007, 209 diamond drill holes for 95,340 metres were drilled. In April 2008, a mineral resource estimate was completed by CCIC. In 2009, SRK prepared a mineral resource statement incorporating information from an additional 112 core boreholes (59,719 metres) drilled during 2008. In early 2010, SRK prepared a revised mineral resource statement to incorporate information from 124 core boreholes (68,453 metres) drilled on the project during 2009. In early 2011, SRK updated the mineral resource statement to incorporate information from 163 core boreholes (84,648 metres) drilled on the project during 2010. A further 17,100 metres were included in the June 29, 2011 resource statement, with a further 170,000 metres incorporated in the February 24, 2012 statement. On October 10, 2012, the latest resource update was issued, incorporating 145 more drill holes (79,238 metres). © 2013 RAINY RIVER RESOURCES LTD. 32
  • 33. Geology TSX: RR Regional and Local Geology The Rainy River Gold Project falls within the 2.7 billion year Rainy River Greenstone Belt that forms part of the Wabigoon Subprovince. The Wabigoon Subprovince is a 900 kilometre long east-west trending area of komaiitic to calc-alkaline metavolcanics that are in turn succeeded by clastics and chemical sediments. Granitoid batholiths have intruded into these rocks, forming synformal structures in the supracrustals that often have shear zones along their axial planes. The Wabigoon Subprovince basement lithologies were overlain by Mesozoic (Jurassic and Cretaceous) sediments and were subjected to deep lateritic weathering followed by Quaternary glaciation. Limited preservation of the Mesozoic cover sediments and saprolite occurs in localized palaeo-lows. The Wabigoon basement rocks and remnant Mesozoic cover sediments are overlain by Labradorian till of northeastern provenance. This till has been found to contain anomalous concentrations of gold grains, auriferous pyrite and copper-zinc sulphides. It is overlain by a glaciolacustrine clay and silt horizon and by argillaceous and calcareous Keewatin till of western provenance. The Rainy River Gold Project is primarily underlain by a series of tholeiitic mafic rocks that are structurally overlain by calc-alkalic intermediate to felsic metavolcanic rocks. Intermediate rocks (dacites) host most of the gold mineralization. At a regional scale, the strongest and earliest deformation event produced a well-defined penetrative fabric. This foliation is approximately parallel to the trend of the metavolcanic rocks that strike at approximately 120 degrees and dip fifty to seventy degrees to the south. Structural geology studies by SRK suggest that the current geometry and plunge of the gold mineralization is the result of high strain deforming features associated with gold mineralization and rotating the mineralization plunge parallel to the stretching direction. Deposit Types and Mineralization At least two stages of gold mineralization exists in the Rainy River Gold Project: Early (low to moderate grade) gold mineralization associated with sulphide (pyrite-sphaleritechalcopyrite-galena) stringers and veins and disseminated pyrite in quartz-phyric volcaniclastic rocks and conglomerate; and Late (high-grade) gold mineralization associated with quartz-pyrite-chalcopyrite-gold veins and veinlets. Both styles of gold mineralization have been progressively overprinted by deformation, The gold mineralization is interpreted as a hybrid deposit type consisting of an early gold-rich volcanogenic sulphide mineralization overprinted by shear-hosted mesothermal gold mineralization. In addition to the gold mineralization, the project also contains nickel, copper and platinum group metals sulphide mineralization associated with a differentiated ultramafic-mafic intrusion. That magmatic-hydrothermal mineralization occurs within the main auriferous zones and crosscuts the volcanogenic sulphide mineralization and the later mesothermal gold mineralization associated with the regional deformation. © 2013 RAINY RIVER RESOURCES LTD. 33
  • 34. Rainy River Resource: Organic Growth in Gold October 2012 based on drill data as of June 10: 657,500 metres 1,424 diamond drill holes TSX: RR Qualified Persons – The mineral resource statement was prepared by Dorota El-Rassi, P.Eng. (APEO #100012348) and Glen Cole, P.Geo (APGO #1416), of SRK, both “independent qualified persons” as that term is defined in National Instrument 43-101. Rainy River’s exploration program in Richardson Township is being supervised by Kerry Sparkes, P.Geo (APEGBC #25261), Vice-President Exploration and a Qualified Person as defined by National Instrument 43-101. The Company continues to implement a rigorous QA/QC program to ensure best practices in sampling and analysis of drill core. The procedures of the QA/QC program are detailed on Rainy River’s website at www.rainyriverresources.com. © 2013 RAINY RIVER RESOURCES LTD. 34
  • 35. Rainy River Resource: Organic Growth in Silver October 2012 based on drill data as of June 10: 657,500 metres 1,424 diamond drill holes TSX: RR Qualified Persons – The mineral resource statement was prepared by Dorota El-Rassi, P.Eng. (APEO #100012348) and Glen Cole, P.Geo (APGO #1416), of SRK, both “independent qualified persons” as that term is defined in National Instrument 43-101. Rainy River’s exploration program in Richardson Township is being supervised by Kerry Sparkes, P.Geo (APEGBC #25261), Vice-President Exploration and a Qualified Person as defined by National Instrument 43-101. The Company continues to implement a rigorous QA/QC program to ensure best practices in sampling and analysis of drill core. The procedures of the QA/QC program are detailed on Rainy River’s website at www.rainyriverresources.com. © 2013 RAINY RIVER RESOURCES LTD. 35
  • 36. Feasibility Study Assumptions TSX: RR Gold Price $1,400 USD/oz Silver Price $25 USD/oz 1.00 CAD: 1.00 USD (Initial) Exchange rate 1.07 CAD: 1.00 USD (Operations) Discount rate 5% Mine Equipment Lease 4.5% over 8 years Gold Recovery 90.4% (variable by grade) Silver Recovery 64.1% (variable by grade) Open Pit Production 21,000 tpd, scaling down to 20,000 tpd Underground Production 1,000 tpd Process Plant Capacity 21,000 tpd Mine Life 16 years © 2013 RAINY RIVER RESOURCES LTD. 36
  • 37. RRGP – Reserves (April 10, 2013) TSX: RR Mineral Reserves, Rainy River Gold Project, BBA and Golder, April 10, 2013 Quantity Grade Metal Mt Au gpt Ag gpt Au ‘000 oz Ag ‘000 oz Open Pit* Proven 27.7 1.14 1.94 1,015 1,728 Probable 85.5 0.91 2.88 2.511 7,919 Total 113.2 0.97 2.65 3.525 9,647 Underground* Proven Probable 3.1 5.07 6.69 506 668 Total 3.1 5.07 6.69 506 668 Combined Mining* Proven 27.7 1.14 1.94 1,015 1,728 Probable 88.6 1.06 3.01 3,017 8,587 Total 116.3 1.08 2.76 4,031 10,315 *Open Pit Reserves have been estimated using a cut-off grade of 0.30 g/t gold-equivalent, and Underground Reserves have been estimated using a cut-off grade of 3.5 g/t gold-equivalent. Open Pit Reserves have been estimated using a dilution of 9.7% at 0.22 g/t Au and 1.31 g/t Ag, and Underground Reserves have been estimated using a CAF dilution of 9% at 0.61 g/t Au and 4.16 g/t Ag and LH dilution of 10% at 1.56 gpt Au and 1.28 gpt Ag. Open Pit Reserves have been estimated using a mine recovery of 95%, and Underground reserves have been estimated using a mine recovery of 95%. Qualified persons - The mineral reserve statement was prepared by Patrice Live (OIQ #38991) of BBA and Donald Tolfree (APEGBC #32557), of Golder , both "independent qualified persons" as that term is defined in National Instrument 43-101. Rainy River's engineering assessment in Richardson Township is being supervised by Garett Macdonald, P.Eng. (PEO #90475344), Vice-President Operations and a Qualified Person as defined by National Instrument 43-101. Reserves are derived from the October 10. 2012 Resource Statement, prepared by Dorota El-Rassi, P.Eng. (APEO #100012348) and Glen Cole, P.Geo (APGO #1416), of SRK, both "independent qualified persons" as that term is defined in National Instrument 43-101. Rainy River’s exploration program in Richardson Township is being supervised by Kerry Sparkes, P.Geo. (APEGBC #25261), Vice-President Exploration and a Qualified Person as defined by National Instrument 43-101. The Company continues to implement a rigorous QA/QC program to ensure best practices in sampling and analysis of drill core. © 2013 RAINY RIVER RESOURCES LTD. 37
  • 38. Operations Overview TSX: RR Project Profile • Process SAG Mill, Ball Mill, Gravity, Whole Ore Leach • Recoveries, LOM 90.4% for Au, 64.1% for Ag • Production Open Pit • Open pit reserve 70.1 Mt @ 1.34 g/t Au, 3.07 g/t Ag • Stockpile 43 Mt @ 0.37 g/t Au, 1.97 g/t Ag • Mill Throughput 20 ktpd • Strip ratio 3.1:1*. Operating strip ratio 2.8:1** *Excludes overburden material. **Excludes overburden and capitalized waste. • Open pit mine life 16 years • Capex Initial C$713 M • Sustaining C$322 M, includes tailings, waste, overburden, equipment • Mine cost C$1.95/t mined Underground • Underground reserve 3.1 Mt @ 5.07 g/t gold, 6.69 g/t silver • Mill throughput 500 tpd in Year 3, ramping up to 1,000 tpd in Year 5 • Underground mine life 11 years • Capex Development C$67.8 M, Years 1-3 Sustaining C$94.6 M, Years 6-10 • Mine Cost C$75.52/t mined • Processing C$8.65/t milled • G&A C$1.21/t © 2013 RAINY RIVER RESOURCES LTD. 38
  • 39. Mine Design TSX: RR Open Pit Design Underground Design • 70.1 Mt @ 1.34 g/t Au, 3.07 Ag • 3.1 Mt @ 5.07 g/t Au, 6.69 g/t Ag • Stockpile: 43 Mt @ 0.37 g/t Au, 1.97 g/t Ag • Production: • Production: • 0.46 Moz Au, 0.43 Moz Ag • 3.19 Moz Au, 6.19 Moz Ag • Method: Long Hole (80%), Cut and Fill (20%) • 2.8 operating strip ratio • 1,000 tpd to mill • 21,000 tpd to mill • 11 year mine life including development • 16 year mine life, including stockpile 3D View Looking North © 2013 RAINY RIVER RESOURCES LTD. 39
  • 40. Process Plant Design - Flowsheet TSX: RR PROCESS GYRATORY PRE-LEACH WATER CRUSHER THICKENER TANK CYCLONES SAG MILL SCALPING SCREEN PEBBLE CRUSHER BALL MILL CYANIDE LEACH PUMP BOX & PUMP CARBON-IN- GRAVITY PULP CONCENTRATORS PROCESS PRE-DETOX WATER CARBON STRIPPING THICKENER TANK ELECTRO INTENSIVE WINNING CYANIDATION REACTOR CYANIDE DESTRUCTION TAILINGS POND DORÉ BAR REFINING ELECTRO WINNING © 2013 RAINY RIVER RESOURCES LTD. 40
  • 41. Project Capital: Open Pit Components TSX: RR Pre-Production Capital: $713M 6% Waste Stripping $41.9M 6% Tailings and Water Management $44.9M 4% Equipment $26.2M 6% Overburden Stripping 40% Process Plant $283.7M $43.1M 8% Contingency $55.0M 15% Site and Mine Infrastructure $105.7M 16% Indirect Costs $112.8M Sustaining Capital: $322 M 7% Tailings Dam 1% Site Development, Facilities, net Construction $23.6M $3.4M 50% Equipment Capital Lease 19% Waste Stripping $161.5M Costs $62.7M 22% Overburden Stripping Cost $70.7M © 2013 RAINY RIVER RESOURCES LTD. 41
  • 42. Project Capital: Underground Components TSX: RR Development Capital: $68 M 76% Mining Equipment and Infrastructure $16.1M 24% Vertical & Horizontal Development $51.7M Sustaining Capital: $95 M 41% Mining Equipment and Infrastructure $38.7M 59% Vertical Development $55.9M © 2013 RAINY RIVER RESOURCES LTD. 42
  • 43. Consultants and Contractors TSX: RR • Engineering and Procurement – BBA • Osisko, Detour, Thompson Creek • Construction Management – Merit Consulting • Copper Mountain, Goldcorp Red Lake • Permitting & Environmental – AMEC • Detour Lake (Detour), Victor (De Beers), Hollinger (Goldcorp) • Resources – SRK • Fresnillo, Agnico Eagle, Queenston/Osisko • Resources – SGS • Barrick, Teck, Goldcorp, Agnico Eagle • UG Mine Planning – Golder Associates • Mercedes (Yamana), Kiggavik (AREVA) • Energy Consulting – SanZoe • Detour Lake (Detour) • Road Consulting – TBT Engineering • MTO © 2013 RAINY RIVER RESOURCES LTD. 43
  • 44. Proven Management Team TSX: RR Raymond Threlkeld, President & CEO Nicholas Nikolakakis, Vice President & CFO • Over 30 years experience in exploration, mine development, • 17 years experience in corporate finance, accounting mine operations and executive management and senior management • Former President & CEO of Western Goldfields • Former VP Finance with Barrick Gold Corporation, Regional CFO with Placer Dome, and investment banker with • Former Vice President, Project Development with Barrick BMO Nesbitt Burns Gold Corp. Michael Mutchler, COO Garett Macdonald, Vice President, Operations • 30 years of underground and open pit mining experience • P. Eng and MBA with over 15 years experience in mine in both operations and projects. engineering and operations with Placer Dome and Suncor Energy • Former Kinross VP, Project Development Services, Project Manager - Paracatu Mine Optimization feasibility study in Brazil, Mining Manager - Cerro Casale Mine feasibility study Kerry Sparkes, Vice President, Exploration in Chile, and Operations Manager - Round Mountain Mine in Nevada. • P. Geo with over 22 years experience • 20 years with ASARCO Incorporated in positions of increasing • Instrumental in the discovery and delineation of the Voisey’s responsibility ranging from Mine Engineer, Mine Foreman, Bay nickel deposit Mine Manager and General Manager. Kyle Stanfield, VP, Environment & Sustainability Gerry Shields, Vice President and General Counsel • 15+ years environmental assessment and mine permitting. • Lawyer with over 30 years of experience in advising both public and private companies on a broad range of legal matters including • Led largest harmonized mining environmental assessment in B.C. equity financings, mergers and acquisitions, takeovers, corporate (Galore Creek). governance and general corporate and securities law • Environmental Engineer with Placer Dome: Africa, South America and Canada © 2013 RAINY RIVER RESOURCES LTD. 44
  • 45. Board Expertise: Projects, Finance, Governance TSX: RR Leo Berezan, Chairman of the Board Richard Pettit, Independent Director • Established a successful career over past 30 years • C.A. in commercial real estate development and property • Over 30 years of experience as a C.A., mainly with management PricewaterhouseCoopers where he was a senior partner • Audit Committee member of their Corporate Advisory and Restructuring practice • Brings strong financial literacy as well as analytical and risk management skills to the Rainy Board Dale Peniuk, Independent Director & Audit • Audit Committee member Committee Chair • B.Comm and C.A. • Provides financial consulting services to a number of Jim Excell, Independent Director mining companies • Metallurgical Engineer with extensive senior executive, • Formerly an assurance partner with KMPG’s Vancouver office, mine management and process engineering experience specializing in the mining area and the leader of KPMG’s • Over 30 years with BHP Billiton, responsible for overseeing Vancouver office mining industry group the management and development of some of the world’s premier mining projects including the EKATI diamond mine in the Northwest Territories. Stuart Averill, Independent Director • P.Geo and founder and owner of Overburden Drilling Raymond Threlkeld, Director Management (ODM) • Played critical roles in the several discoveries in Canada including the Collins Bay “B” uranium mine (SK), the Casa Gerry Shields, Director Berardi gold district (QC) and the original #17 and #433 gold discoveries at Rainy River © 2013 RAINY RIVER RESOURCES LTD. 45
  • 46. Analyst Coverage TSX: RR Analyst Company Email Telephone John Hayes BMO Capital Markets johnp.hayes@bmo.com 416.359.6189 Eric Winmill Casimir Capital Ltd. ewinmill@casimircapital.ca 416.628.3772 Jeff Killeen CIBC World Markets jeff.killeen@cibc.ca 416.956.6218 Adam Melnyk Desjardins Securities Inc. adam.melnyk@vmd.desjardins.com 416.607.3081 Paolo Lostritto National Bank Financial paolo.lostritto@nbfinancial.com 416.869.6754 Don Blyth Paradigm Capital dblyth@paradigmcap.com 416.360.3461 Sam Crittenden RBC Capital Markets sam.crittenden@rbccm.com 416.842.7886 Leily Omoumi Scotia Capital Inc. leily.omoumi@scotiabank.com 416.945.4527 Craig Stanley Stifel Nicolaus Canada stanleyc@stifel.com 416.815.3103 Rainy River Resources Ltd. is followed by the research analysts listed. Please note that any opinions, estimates, or forecasts regarding Rainy River’s performance made by these analysts are theirs alone and do not represent opinions, forecasts, or predictions of Rainy River or its management. Rainy River does not, by its reference below or distribution, imply its endorsement of, or concurrence with, such information, conclusions, or recommendations. Rainy River does not provide analyst reports to persons outside of the company. Please contact the research analyst directly to obtain a report. © 2013 RAINY RIVER RESOURCES LTD. 46
  • 47. DEFINING CANADA’S NEWEST GOLD DISTRICT Indi Gopinathan, Director, Investor Relations TSX: RR Telephone: 416.645.7289 Email: igopinathan@rainyriverresources.com © 2013 RAINY RIVER RESOURCES LTD.