Grandview Gold, Inc.: Exhibit 99.38 - Filed by newsfilecorp.com

EX-99.38 39 exhibit99-38.htm EXHIBIT 99.38 Grandview Gold, Inc.: Exhibit 99.38 - Filed by newsfilecorp.com

Exhibit 99.38

Grandview Gold Inc.

(An Exploration Stage Company)

Interim Consolidated Financial Statements

For the Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

Management’s Responsibility for Financial Reporting

The accompanying unaudited interim consolidated financial statements of Grandview Gold Inc. (An Exploration Stage Enterprise) were prepared by management in accordance with Canadian generally accepted accounting principles. The most significant of these accounting principles have been set out in the May 31, 2009 audited consolidated financial statements. Only changes in accounting policies have been disclosed in these unaudited interim consolidated financial statements. Management acknowledges responsibility for the preparation and presentation of the period end unaudited interim consolidated financial statements, including responsibility for significant accounting judgments and estimates and the choice of accounting principles and methods that are appropriate to the Company’s circumstances.

Management has established systems of internal control over the financial reporting process, which are designed to

provide reasonable assurance that relevant and reliable financial information is produced.

The Board of Directors is responsible for ensuring that management fulfills its financial reporting responsibilities and for reviewing and approving the period end unaudited interim consolidated financial statements together with other financial information. An Audit Committee assists the Board of Directors in fulfilling this responsibility. The Audit Committee meets with management to review the internal controls over the financial reporting process and the period end unaudited interim consolidated financial statements together with other financial information of the Company. The Audit Committee reports its findings to the Board of Directors for its consideration in approving the period end unaudited interim consolidated financial statements together with other financial information of the Company for issuance to the shareholders.

Management recognizes its responsibility for conducting the Company’s affairs in compliance with established financial

standards, and applicable laws and regulations, and for maintaining proper standards of conduct for its activities.

Management's Report on Control Over Financial Reporting

Management is responsible for establishing and maintaining adequate control over financial reporting. Management conducted an evaluation of the effectiveness of internal control over financial reporting based on “Internal Control Over Financial Reporting – Guidance For Smaller Public Companies” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that the Company’s internal control over financial reporting was effective as at November 30, 2009.

Conclusion Relating to Disclosure Controls and Procedures

An evaluation was performed under the supervision of and with the participation of management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures as defined in the Multilateral Instrument 52-109. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the design and operation of the Company’s disclosure controls and procedures were effective as at November 30, 2009.

Notice to Reader

Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.

The accompanying unaudited interim consolidated financial statements of the Company have been prepared by and

are the responsibility of the Company's management.

The Company's independent auditor has not performed a review of these unaudited interim consolidated financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity's auditor.

(signed)	(signed)

Paul T. Sarjeant	Ernest Cleave
Chief Executive Officer	Chief Financial Officer

Toronto, Canada
January 14, 2010

Grandview Gold Inc.
(An Exploration Stage Company)
Interim Consolidated Balance Sheets
(Expressed in Canadian Dollars)

		November 30,		May 31,
(Unaudited)		2009		2009
Assets
Current assets
Cash and cash equivalents	$	207,744	$	106,593
Short term investments		25,000		407,493
GST and sundry receivable		12,822		5,707
Prepaid expenses		29,242		12,283
Due from a related party (Note 12(iv))		10,000		10,000
		284,808		542,076
Reclamation bond (Note 5)		13,858		14,332
Mining interests (Note 6)		3,794,647		3,442,793
	$	4,093,313	$	3,999,201
Liabilities
Current liabilities
Accounts payable and accrued liabilities	$	352,605	$	72,467
Asset retirement obligation		13,858		14,332
		366,463		86,799

Shareholders' equity		3,726,850		3,912,402
	$	4,093,313	$	3,999,201

Nature of operations and going concern (Note 1)
Subsequent event (Note 14)

The notes to unaudited interim consolidated financial statements are an integral part of these statements.

- 2 -

Grandview Gold Inc.

(An Exploration Stage Company)

Interim Consolidated Statements of Operations and Comprehensive Loss

(Expressed in Canadian Dollars)

														Cumulative
														from date of
														inception
														of the
		Three Months Ended						Six Months Ended						exploration
		November 30,						November 30,						stage (March
(Unaudited)		2009			2008			2009			2008			26, 2004)

Expenses
Share-based payments	$	-		$	-		$	368,500		$	-		$	4,398,625
Investor relations, business development and reporting issuer maintenance costs		15,683			22,523			33,076			39,347			1,820,887
Professional fees		47,976			33,528			90,414			64,257			1,314,058
Management services (Note 12)		23,250			38,863			43,250			113,077			1,386,440
Office and administration		13,311			(769	)		25,245			16,416			694,383
Exploration evaluation expenses		7,589			4,656			7,649			4,656			27,534
Flow-through interest expense		-			-			-			-			188,801
Write-down of marketable securities		-			-			-			-			25,000
Bad debt		-			-			-			-			1,235

		107,809			98,801			568,134			237,753			9,856,963

Loss before the under noted		(107,809	)		(98,801	)		(568,134	)		(237,753	)		(9,856,963	)
Interest income		130			2,485			(2,585	)		3,048			86,487
Write-off of mineral properties		-			-			-			-			(7,988,830	)
Forgiveness of debt		-			-			-			-			35,667
Failed merger costs		-			-			-			-			(170,000	)

Loss before income taxes		(107,679	)		(96,316	)		(570,719	)		(234,705	)		(17,893,639	)
Future income tax recovery		-			-			-			-			1,675,990

Net loss and comprehensive loss for the period	$	(107,679	)	$	(96,316	)	$	(570,719	)	$	(234,705	)	$	(16,217,649	)

Basic and diluted loss per share (Note 10)	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)

The notes to unaudited interim consolidated financial statements are an integral part of these statements.

- 3 -

Grandview Gold Inc.

(An Exploration Stage Company)

Interim Consolidated Statements of Accumulated Deficit

(Expressed in Canadian Dollars)

														Cumulative
														from date of
														inception
														of the
		Three Months Ended						Six Months Ended						exploration
		November 30,						November 30,						stage (March
(Unaudited)		2009			2008			2009			2008			26, 2004)

Accumulated Deficit
Balance at beginning of period	$	(19,544,218	)	$	(11,331,649	)	$	(19,081,178	)	$	(11,193,260	)	$	(3,434,248	)
Net loss for the period		(107,679	)		(96,316	)		(570,719	)		(234,705	)		(16,217,649	)

Balance at end of period	$	(19,651,897	)	$	(11,427,965	)	$	(19,651,897	)	$	(11,427,965	)	$	(19,651,897	)

The notes to unaudited interim consolidated financial statements are an integral part of these statements.

- 4 -

Grandview Gold Inc.

(An Exploration Stage Company)

Interim Consolidated Statements of Changes in Shareholders' Equity

(Expressed in Canadian Dollars)

								Contributed		Accumulated
(Unaudited)		Share Capital			Warrants			Surplus		Deficit			Total


At May 31, 2008	$	14,202,266		$	3,742,570		$	4,789,944	$	(11,193,260	)	$	11,541,520
Mineral property acquisition		10,800			-			-		-			10,800
Private placement		416,666			-			-		-			416,666
Cost of issue - cash laid out		(47,833	)		-			-		-			(47,833	)
Cost of issue - broker warrants valuation		(30,666	)		30,666			-		-			-
Flow-through cost of issue		(120,833	)		-			-		-			(120,833	)
Warrants expired		-			(2,569,432	)		2,569,432		-			-
Net loss for the year		-			-			-		(7,887,918	)		(7,887,918	)

At May 31, 2009		14,430,400			1,203,804			7,359,376		(19,081,178	)		3,912,402
Share-based payments		-			-			368,500		-			368,500
Exercise of warrants		16,667			-			-		-			16,667
Fair value of warrants exercised		15,333			(15,333	)		-		-			-
Warrants expired		-			(860,218	)		860,218		-			-
Net loss for the period		-			-			-		(570,719	)		(570,719	)

At November 30, 2009	$	14,462,400		$	328,253		$	8,588,094	$	(19,651,897	)	$	3,726,850

The notes to unaudited interim consolidated financial statements are an integral part of these statements.

- 5 -

Grandview Gold Inc.

(An Exploration Stage Company)

Interim Consolidated Statements of Cash Flows

(Expressed in Canadian Dollars)

														Cumulative
														from date of
														inception
														of the
		Three Months Ended						Six Months Ended						exploration
		November 30,						November 30,						stage (March
(Unaudited)		2009			2008			2009			2008			26, 2004)

Cash flows from operating activities
Net loss for the period	$	(107,679	)	$	(96,316	)	$	(570,719	)	$	(234,705	)	$	(16,217,649	)
Items not involving cash:
Write-down of marketable securities		-			-			-			-			25,000
Forgiveness of debt		-			-			-			-			(35,667	)
Write-off of bad debts		-			-			-			-			1,235
Share-based payments		-			-			368,500			-			4,398,625
Future income tax recovery		-			-			-			-			(1,675,990	)
Accrued interest income		-			-			-			-			(43,903	)
Write-off of mineral properties		-			-			-			-			7,988,830
Changes in non-cash working capital items:
GST and sundry receivable		(2,738	)		5,097			(7,115	)		32,211			(12,332	)
Prepaid expenses		(20,926	)		147,190			(16,959	)		118,734			(29,242	)
Due from a related party		-			-			-			-			80,000
Accounts payable and accrued liabilities		250,586			(181,456	)		280,138			(82,567	)		358,775

Cash flows provided by (used in) operating activities		119,243			(125,485	)		53,845			(166,327	)		(5,162,318	)

Cash flows from financing activities
Loans from related parties		-			-			-			-			(28,594	)
Share/warrant issuance		16,667			-			16,667			-			18,068,877
Cost of issuance		-			-			-			-			(1,776,309	)
Proceeds from loan		-			-			-			-			175,000
Repayment of loan		-			-			-			-			(75,000	)

Cash flows provided by financing activities		16,667			-			16,667			-			16,363,974

Cash flows from investing activities
Purchase of reclamation bond		-			-			-			-			(13,090	)
(Purchase) redemption of short term investments		(25,000	)		73,070			382,493			607,874			18,903
Exploration advances		-			-			-			-			-
Expenditures on mining interests		(227,820	)		(130,967	)		(351,854	)		(450,868	)		(10,909,725	)
Due from a related party		-			-			-			-			(90,000	)

Cash flows (used in) provided by investing activities	$	(252,820	)	$	(57,897	)	$	30,639		$	157,006		$	(10,993,912	)

The notes to unaudited interim consolidated financial statements are an integral part of these statements.

- 6 -

Grandview Gold Inc.

(An Exploration Stage Company)

Interim Consolidated Statements of Cash Flows - Continued

(Expressed in Canadian Dollars)

													Cumulative
													from date of
													inception
													of the
		Three Months Ended						Six Months Ended					exploration
		November 30,						November 30,					stage (March
(Unaudited)		2009			2008			2009		2008			26, 2004)

Change in cash during the period	$	(116,910	)	$	(183,382	)	$	101,151	$	(9,321	)	$	207,744

Cash, beginning of period		324,654			258,917			106,593		84,856			-

Cash, end of period	$	207,744		$	75,535		$	207,744	$	75,535		$	207,744

Supplemental Schedule of Non-cash Transactions
Share issuance included in mining interest	$	-		$	-		$	-	$	10,800		$	563,875
Warrant issuance included in mining interest	$	-		$	-		$	-	$	-		$	184,750
Share-based payments included in mining interest	$	-		$	-		$	-	$	-		$	111,475
Interest paid	$	-		$	-		$	-	$	-		$	45,159

The notes to unaudited interim consolidated financial statements are an integral part of these statements.

- 7 -

Grandview Gold Inc.

(An Exploration Stage Company)

Interim Consolidated Statements of Mineral Properties

(Expressed in Canadian Dollars)

											Cumulative
											from date of
											inception
											of the
		Three Months Ended				Six Months Ended					exploration
		November 30,				November 30,					stage (March
(Unaudited)		2009		2008		2009		2008			26, 2004)

Pony Creek Carlin Trend Project, Nevada, USA
Balance, beginning of period	$	-	$	5,846,638	$	-	$	5,679,340		$	-

Drilling, assays and related field work		-		26,233		-		96,595			4,684,830
Project administration and general		-		1,849		-		14,090			96,879
Property acquisition and holding costs		-		9,671		-		94,366			1,121,633
Write-off		-		-		-		-			(5,903,342	)
		-		37,753		-		205,051			-
Balance, end of period	$	-	$	5,884,391	$	-	$	5,884,391		$	-

Red Lake Gold Camp, Ontario, Canada
Balance, beginning of period	$	3,511,576	$	3,375,031	$	3,442,793	$	3,275,971		$	-

Drilling, assays and related field work		195,595		30,813		264,378		118,633			3,194,265
Property acquisition and holding costs		-		-		-		11,240			512,906
		195,595		30,813		264,378		129,873			3,707,171
Balance, end of period	$	3,707,171	$	3,405,844	$	3,707,171	$	3,405,844		$	3,707,171

Rice Lake Gold Camp, Manitoba, Canada
Balance, beginning of period	$	-	$	1,391,982	$	-	$	1,327,639		$	-

Drilling, assays and related field work		-		62,320		-		161,737			1,163,762
Project administration and general		-		81		-		307			227
Property acquisition and holding costs		-		-		-		-			393,123
Government refund		-		-		-		(35,300	)		-
Write-off		-		-		-		-			(1,557,112	)
		-		62,401		-		126,744			-
Balance, end of period	$	-	$	1,454,383	$	-	$	1,454,383		$	-

The notes to unaudited interim consolidated financial statements are an integral part of these statements.

- 8 -

Grandview Gold Inc.

(An Exploration Stage Company)

Interim Consolidated Statements of Mineral Properties - Continued

(Expressed in Canadian Dollars)

										Cumulative
										from date of
										inception
										of the
		Three Months Ended				Six Months Ended				exploration
		November 30,				November 30,				stage (March
(Unaudited)		2009		2008		2009		2008		26, 2004)

Giulianita Property, Peru (Note 6(a))
Balance, beginning of period	$	55,251	$	-	$	-	$	-	$	-

Drilling, assays and related field work		22,340		-		35,922		-		35,922
Property acquisition and holding costs		9,885		-		51,554		-		51,554
		32,225		-		87,476		-		87,476
Balance, end of period	$	87,476	$	-	$	87,476	$	-	$	87,476

Total	$	3,794,647	$	10,744,618	$	3,794,647	$	10,744,618	$	3,794,647

The notes to unaudited interim consolidated financial statements are an integral part of these statements.

- 9 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

1.	Nature of Operations and Going Concern

	Grandview Gold Inc. (the "Company" or "Grandview") is a gold exploration company focused on exploring and developing gold properties in gold camps of North America.

	The Company was incorporated under the laws of the Province of Ontario. The Company was previously in the business of investing significant equity interests in high-technology companies. As at March 26, 2004, the Company changed its direction to a gold exploration company. To date, the Company has not earned significant revenues from gold exploration and is considered to be in the exploration stage. As such, the Company will be applying Accounting Guideline 11 "Enterprises in the Development Stage" as required by the Canadian Institute of Chartered Accountants' ("CICA") Handbook effective March 26, 2004 onward.

	The unaudited interim consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles ("GAAP"), as applicable to a going concern entity which contemplates the realization of its assets and the settlement of its liabilities in the normal course of operations. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but is not limited to, twelve months from the end of the reporting period. The ability of the Company to continue operations is dependent upon obtaining the necessary financing to complete the development of a mineral property. Management is aware, in making its assessment, of material uncertainties related to events or conditions that may cast significant doubt upon the entity’s ability to continue as a going concern, as described in the following paragraph. Accordingly, the unaudited interim consolidated financial statements do not give effect to adjustments that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and liquidate its liabilities and commitments in other than the normal course of business and at amounts different from those in the accompanying unaudited interim consolidated financial statements.

	The Company's financing efforts to date, while substantial, are not sufficient in and of themselves to enable the Company to fund all aspects of its operations. Management expects that the Company, based upon the underlying value of its exploration projects, will be able to secure the necessary financing to meet the Company’s requirements on an ongoing basis. Nevertheless, there is no assurance that these initiatives will be successful.

2.	Basis of Presentation and Accounting Policies

	The unaudited interim consolidated financial statements have been prepared by the Company in accordance with GAAP. The preparation of the unaudited interim consolidated financial statements is based on accounting policies and practices consistent with those used in the preparation of the audited annual consolidated financial statements except as noted below. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the notes to the Company’s audited consolidated financial statements for the year ended May 31, 2009, since they do not contain all disclosures required by GAAP for annual financial statements. These unaudited interim consolidated financial statements reflect all normal and recurring adjustments which are, in the opinion of management, necessary for a fair presentation of the respective unaudited interim periods presented.

- 10 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

2.	Basis of Presentation and Accounting Policies (continued)

	Goodwill and Intangible Assets

	In February 2008, the CICA approved Handbook Section 3064, “Goodwill and Intangible Assets” which replaces the existing Handbook Sections 3062, “Goodwill and Other Intangible Assets” and 3450 “Research and Development Costs”. This standard is effective for interim and annual financial statements relating to fiscal years beginning on or after October 1, 2008, with earlier application encouraged. The standard provides guidance on the recognition, measurement and disclosure requirements for goodwill and intangible assets. The adoption of this new accounting standard had no impact on the unaudited interim consolidated financial statements as of November 30, 2009.

	Future Accounting Pronouncements

	International Financial Reporting Standards (“IFRS”)

	In January 2006, the CICA’s Accounting Standards Board ("AcSB") formally adopted the strategy of replacing Canadian GAAP with IFRS for Canadian enterprises with public accountability. The current conversion timetable calls for financial reporting under IFRS for accounting periods commencing on or after January 1, 2011. On February 13, 2008 the AcSB confirmed that the use of IFRS will be required in 2011 for publicly accountable profit-oriented enterprises. For these entities, IFRS will be required for interim and annual financial statements relating to fiscal years beginning on or after January 1, 2011. The Company is currently assessing the impact of IFRS on its consolidated financial statements.

	Business Combinations, Consolidated Financial Statements and Non-Controlling Interests

	The CICA issued three new accounting standards in January 2009: Section 1582, "Business Combinations", Section 1601, "Consolidated Financial Statements" and Section 1602, "Non-Controlling interests". These new standards will be effective for fiscal years beginning on or after January 1, 2011. Section 1582 replaces section 1581 and establishes standards for the accounting for a business combination. It provides the Canadian equivalent to IFRS 3 - Business Combinations. Sections 1601 and 1602 together replace section 1600, "Consolidated Financial Statements". Section 1601, establishes standards for the preparation of consolidated financial statements. Section 1602 establishes standards for accounting for a non-controlling interest in a subsidiary in consolidated financial statements subsequent to a business combination. It is equivalent to the corresponding provisions of IFRS lAS 27 - Consolidated and Separate Financial Statements. The Company is in the process of evaluating the requirements of the new standards.

3.	Capital Management

	The Company considers its capital structure to consist of share capital, warrants, contributed surplus and accumulated deficit. When managing capital, the Company’s objective is to ensure the entity continues as a going concern as well as to achieve optimal returns to shareholders and benefits for other stakeholders. Management adjusts the capital structure as necessary in order to support the acquisition, exploration and development of its mineral properties. The Board of Directors does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company's management team to sustain the future development of the business.

	The properties in which the Company currently has an interest are in the exploration stage. As such the Company is dependent on external financing to fund its activities. In order to carry out the planned exploration program and pay for administrative costs, the Company will spend its existing working capital and raise additional amounts when economic conditions permit it to do so.

- 11 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

3.	Capital Management (continued)

	Management has chosen to mitigate the risk and uncertainty associated with raising additional capital within current economic conditions by:

	i)	minimizing discretionary disbursements;
	ii)	reducing or eliminating exploration expenditures which are of limited strategic value; and
	iii)	exploring alternate sources of liquidity.

In light of the above, the Company will continue to assess new properties and seek to acquire an interest in additional properties if it believes there is sufficient potential and if it has adequate financial resources to do so. There were no changes in the Company's approach to capital management during the three and six months ended November 30, 2009. The Company is not subject to externally imposed capital requirements.

4.	Risk Factors

	The Company’s significant mineral properties are Red Lake Gold Camp, Ontario, Canada and Guilianita Property, Peru (called the "Properties").

	Unless the Company acquires or develops additional significant properties, the Company will be solely dependent upon these Properties. If no additional mineral properties are acquired by the Company, any adverse development affecting the Properties would have a material adverse effect on the Company's financial condition and results of operations.

	The Company's risk exposures and their impact on the Company's financial instruments are summarized below:

	Credit Risk

	Credit risk is the risk of loss associated with a counterparty’s inability to fulfill its payment obligations. The Company's credit risk is primarily attributable to cash, short term investments, GST and sundry receivable and due from a related party. Cash and short term investments are held with a reputable Canadian chartered bank, from which management believes the risk of loss to be minimal.

	Financial instruments included in GST and sundry receivable anddue from a related party consist of sales tax receivable from government authorities in Canada, deposits held with service providers and a loan provided to the President and CEO of the Company. GST and sundry receivable and due from a related party are in good standing as of November 30, 2009. Management believes that the credit risk concentration with respect to financial instruments included in GST and sundry receivable and due from a related party is minimal.

	Liquidity Risk

	The Company's approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at November 30, 2009, the Company had a cash and short term investments balance of $232,744 (May 31, 2009 - $514,086) to settle current liabilities of $352,605 (May 31, 2009 - $72,467). All of the Company's financial liabilities have contractual maturities of less than 30 days and are subject to normal trade terms.

- 12 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

4.	Risk Factors (continued)

	Market Risk

	Market risk is the risk of loss that may arise from changes in interest rates, foreign exchange rates and commodity prices.

	(a)	Interest Rate Risk

		The Company has cash balances and no interest-bearing debt. The Company's current policy is to invest excess cash in investment-grade short-term deposit certificates issued by the Company's Canadian chartered bank. The Company periodically monitors the investments it makes and is satisfied with the creditworthiness of its bank.

	(b)	Foreign Currency Risk

		The Company's functional and reporting currency is the Canadian dollar and major purchases are transacted in Canadian dollars. As a result, the Company's exposure to foreign currency risk is minimal.

	(c)	Price Risk

		The Company is exposed to price risk with respect to commodity prices. Commodity price risk is defined as the potential adverse impact on earnings and economic value due to commodity price movements and volatilities. The Company closely monitors commodity prices, as they relate to gold to determine the appropriate course of action to be taken by the Company.

Sensitivity Analysis

The Company has, for accounting purposes, designated its cash and short term investments as held for trading, which is measured at fair value. GST and sundry receivable and due from a related party are classified for accounting purposes as loans and receivables, which are measured at amortized cost which equals fair value. Accounts payable and accrued liabilities are classified for accounting purposes as other financial liabilities, which are measured at amortized cost which also equals fair value.

As of November 30, 2009, the carrying and fair value amounts of the Company's financial instruments are

approximately equivalent.

The sensitivity analysis shown in the notes below may differ materially from actual results.

Based on management's knowledge and experience of the financial markets, the Company believes the

following movements are "reasonably possible" over a six month period:

	(i)	Short term investments are subject to floating interest rates. As at November 30, 2009, if interest rates had decreased/increased by 1% with all other variables held constant, the loss for the six months ended November 30, 2009 would have been approximately $100 higher/lower, as a result of lower/higher interest income from short term investments. As at November 30, 2009, reported shareholders' equity would have been approximately $100 lower/higher as a result of lower/higher interest income from short term investments.

	(ii)	The Company does not hold significant balances in foreign currencies to give rise to exposure to foreign exchange risk.

- 13 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

4.	Risk Factors (continued)

	Sensitivity Analysis (continued)

	(iii)	Commodity price risk could adversely affect the Company. In particular, the Company’s future profitability and viability of development depends upon the world market price of gold. Gold has fluctuated widely in recent years. There is no assurance that, even as commercial quantities of gold may be produced in the future, a profitable market will exist for gold. A decline in the market price of gold may also require the Company to reduce its mining interests, which could have a material and adverse effect on the Company’s value. As of November 30, 2009, the Company was not a gold producer. As a result, commodity price risk may affect the completion of future equity transactions such as equity offerings and the exercise of stock options and warrants. This may also affect the Company's liquidity and its ability to meet its ongoing obligations.

5.	Reclamation Bond

	The Company has posted reclamation bonds for its mining projects, as required by the United States, Department of the Interior Bureau of Land Management, to secure clean-up costs, if any, on projects that are abandoned or closed.

6.	Mining Interests

On a quarterly basis, management of the Company reviews exploration expenditures to ensure mining interests include only costs and projects that are eligible for capitalization.

For a description of mining interests, refer to Note 8 of the audited consolidated financial statements as at May31, 2009. There following changes to mining interests occurred from June 1, 2009 to November 30, 2009.

(a) Guilianita Project, Peru

On July 2, 2009, a binding Memorandum of Understanding (the “Memorandum”) was signed with a private Peruvian Group which grants a two-stage option (the "Option") to acquire up to a 100% interest in a property located in the Suyo District, Ayabaca Province, Piura Department, Peru (the “Guilianita”). The Option provides the Company with a right to earn an 80% interest in Guilianita by (i) making a US$20,000 cash payment on signing of the Memorandum; (ii) incurring CAD $1.4 million in exploration and development expenditures; and (iii) issuing a total of two million common shares of the Company over a three year period.

The Option also allows the Company to acquire the remaining 20% subject to it making an additional payment of US$300,000 (CAD$317,220) and issuing a further 250,000 common shares of the Company prior to the third anniversary of the date of the Memorandum.

The Memorandum and the transactions contemplated therein and thereby are conditional upon receipt of allrequired regulatory approvals, including the approval of the TSX.

- 14 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

7.	Share Capital

(a) Authorized

Unlimited number of common shares

Unlimited number of preference shares. The preference shares are without par value, redeemable, voting, non-participating, and are convertible into common shares at the rate of one common share for five preference shares (none currently issued and outstanding).

(b) Issued

	Number
	of
	shares		Amount

Balance, May 31, 2004 and March 26, 2004	3,270,998	$	3,378,444
Stock split (3 for 1)	6,541,996		-
Private placement	120,000		120,000
Private placement	150,000		150,000
Mineral property acquisition	400,000		4,000
Private placement	175,000		175,000
Private placement	1,005,000		1,005,000
Warrant valuation	-		(138,188	)
Mineral property acquisition	118,500		159,975
Mineral property acquisition	70,000		86,800
Cost of issue - warrant valuation	-		(35,200	)
Cost of issue - cash laid out	-		(124,081	)

Balance, May 31, 2005	11,851,494	$	4,781,750
Private placement	2,019,104		2,523,880
Debt conversion	80,000		100,000
Warrant valuation	-		(178,023	)
Private placement	590,320		737,900
Warrant valuation	-		(111,498	)
Shares issued for a finders' fee	160,000		200,000
Private placement	400,000		500,000
Private placement	3,985,974		4,384,571
Warrant valuation	-		(1,335,301	)
Cost of issue - broker warrant valuation	-		(462,173	)
Cost of issue - cash laid out	-		(866,375	)
Flow-through cost of issue	-		(731,430	)

Balance, May 31, 2006	19,086,892	$	9,543,301

- 15 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

7.	Share Capital (continued)

(b) Issued (continued)

	Number
	of
	Shares		Amount

Balance, May 31, 2006	19,086,892	$	9,543,301
Private placement	2,399,998		1,559,999
Warrant valuation	-		(284,400	)
Mineral property acquisition	50,000		34,500
Mineral property acquisition	55,000		22,000
Private placement	3,250,000		1,462,500
Warrant valuation	-		(339,625	)
Cost of issue - cash laid out	-		(249,300	)
Cost of issue - finder options valuation	-		(165,800	)
Flow-through cost of issue	-		(563,472	)

Balance, May 31, 2007	24,841,890	$	11,019,703
Private placement	11,169,000		4,950,150
Warrant valuation	-		(940,212	)
Mineral property acquisition	130,000		45,800
Exercise of warrants	147,875		66,544
Exercise of warrants valuation	-		36,673
Cost of issue - cash laid out	-		(488,720	)
Cost of issue - broker warrants valuation	-		(227,417	)
Flow-through cost of issue	-		(260,255	)

Balance, May 31, 2008	36,288,765	$	14,202,266
Mineral property acquisition	30,000		10,800
Private placement	8,333,333		416,666
Cost of issue - cash	-		(47,833	)
Cost of issue - broker warrants valuation	-		(30,666	)
Flow-through cost of issue	-		(120,833	)

Balance, May 31, 2009	44,652,098	$	14,430,400
Exercise of warrants	333,333		16,667
Exercise of warrants valuation	-		15,333

Balance, November 30, 2009	44,985,431	$	14,462,400

- 16 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

8.	Warrants

	Number of			Weighted Average
	Warrants			Exercise Price

Balance, May 31, 2004 and March 26, 2004	-		$	-
Issued	602,500			1.44
Expired/cancelled	-			-

Balance, May 31, 2005	602,500		$	1.44
Issued	3,435,238			1.63
Expired/cancelled	(602,500	)		(1.44	)

Balance, May 31, 2006	3,435,238		$	1.63
Issued	4,189,999			0.91
Expired/cancelled	(1,043,654	)		1.60

Balance, May 31, 2007	6,581,583		$	1.18
Issued	5,853,480			0.62
Issued	73,937			0.65
Exercised	(147,875	)		0.45

Balance, May 31, 2008	12,361,125		$	0.92
Expired	(6,307,645	)		(1.18	)
Issued	666,666			0.05

Balance, May 31, 2009	6,720,146		$	0.59
Expired	(5,044,120	)		(0.62	)
Exercised	(333,333	)		(0.05	)

Balance, November 30, 2009	1,342,693		$	0.63

The following are the warrants outstanding at November 30, 2009:

Number of		Fair	Exercise	Expiry
Warrants		Value	Price ($)	Date

656,000	$	225,664	0.70	December 21, 2009
153,360		55,056	0.60	December 21, 2009
200,000		32,200	1.40	February 8, 2010
333,333		15,333	0.05	December 4, 2010

1,342,693	$	328,253

- 17 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

9.	Stock Options

	Number			Weighted Average
	of			Exercise
	Stock Options			Price

Balance, May 31, 2004 and March 26, 2004	-		$	-
Granted	1,225,000			1.01
Cancelled	(100,000	)		1.00

Balance, May 31, 2005	1,125,000		$	1.06
Granted	1,100,000			1.55

Balance, May 31, 2006	2,225,000		$	1.28
Granted	1,250,000			1.06
Expired	(375,000	)		1.00
Cancelled	(250,000	)		1.19

Balance, May 31, 2007	2,850,000		$	1.22
Granted	2,700,000			0.63
Expired	(850,000	)		1.13
Cancelled	(125,000	)		1.38

Balance, May 31, 2008	4,575,000		$	0.89
Cancelled	(175,000	)		0.68

Balance, May 31, 2009	4,400,000		$	0.90
Granted (i)	3,350,000			0.15
Expired	(600,000	)		1.00

Balance, November 30, 2009	7,150,000		$	0.54

	(i)	On June 23, 2009, the Company granted an aggregate of 3,350,000 options to directors, officers, geologists and consultants of the Company at an exercise price of $0.15 for a period of five years. All the options granted vest immediately. The estimated fair market value under the Black-Scholes option pricing model was $368,500. In determining this value, the following assumptions were used: risk-free interest rate of 2.55%, dividend yield of 0%, expected stock volatility of 155% and an expected life of 5 years.

	(ii)	The weighted average fair value of the total options granted during the period ended November 30, 2009, on the grant date was $0.11.

- 18 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

9.	Stock Options (continued)

	Options Outstanding				Options Exercisable
		Weighted
		Average
		Remaining		Weighted			Weighted
	Number	Contractual		Average	Number		Average
Expiry Date	of Options	Life (years)		Exercise Price	of Options		Exercise Price

December 20, 2009	75,000	0.05	$	1.10	75,000	$	1.10
April 15, 2010	700,000	0.37		0.50	700,000		0.50
January 6, 2011	150,000	1.10		1.25	150,000		1.25
April 3, 2011	550,000	1.34		1.80	550,000		1.80
October 31, 2011	500,000	1.92		1.00	500,000		1.00
September 27, 2012	1,825,000	2.83		0.68	1,825,000		0.68
June 23, 2014	3,350,000	4.56		0.15	3,350,000		0.15

	7,150,000	3.16	$	0.54	7,150,000	$	0.54

10.	Basic and Diluted Loss Per Share

	Basic loss per share is computed by dividing the loss for the period by the weighted-average number of common shares outstanding during the period, including contingently issuable shares which are included when the conditions necessary for issuance have been met. Diluted loss per share is calculated in a manner similar to basic loss per share, except the weighted-average shares outstanding are increased to include potential common shares from the assumed exercise of options and warrants, if dilutive. The number of additional shares included in the calculation is based on the treasury stock method for options and warrants.

		Three Months Ended						Six Months Ended
		November 30,						November 30,
		2009			2008			2009			2008

Numerator for basic loss per share	$	(107,679	)	$	(96,316	)	$	(570,719	)	$	(234,705	)

Numerator for diluted loss per share	$	(107,679	)	$	(96,316	)	$	(570,719	)	$	(234,705	)

Denominator:
Weighted average number of common shares - basic		44,843,606			36,318,765			44,748,902			36,312,107

Weighted average number of common shares - diluted		44,843,606			36,318,765			44,748,902			36,312,107

Basic and diluted loss per share	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)

- 19 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

11.	Segmented Information

	The Company's operations comprise a single reporting operating segment engaged in mineral exploration (2008 - same). As the operations comprise a single reporting segment, amounts disclosed in the consolidated financial statements for loss for the periods presented also represent segment amounts.

	The Company operates in the following geographic segments for the six months ended November 30, 2009, and year ended May 31, 2009:

		November 30,		May 31,
		2009		2009

Canada	$	4,005,837	$	3,999,201
Peru		87,476		-

Total assets	$	4,093,313	$	3,999,201

12.

Related Party Transactions Not Disclosed Elsewhere

	i)	For the three and six months ended November 30, 2009, $Nil and $Nil, respectively (three and six months ended November 30, 2008 - $15,000 and $30,000, respectively) was paid to the former interim CEO and current chairman of the Company for consulting services.

	ii)	For the three and six months ended November 30, 2009, $37,500 and $75,000, respectively (three and six months ended November 30, 2008 - $43,500 and $87,000, respectively) was paid to the President and CEO of the Company for consulting services. Included in this amount was $26,250 and $52,750, respectively (three and six months ended November 30, 2008 - $5,000 and $20,000, respectively) capitalized to mining interests. Also, $Nil and $Nil, respectively (three and six months ended November 30, 2008 - $6,000 and $12,000, respectively) in car and office allowances was included in this amount.

	iii)	For the three and six months ended November 30, 2009, $12,000 and $21,000, respectively (three and six months ended November 30, 2008 - $15,000 and $32,638, respectively) in consulting fees was also paid or accrued to the CFO of the Company.

	iv)	The Company provided a loan of $90,000 to the President and CEO of the Company. The remaining balance of the loan is $10,000. The loan is unsecured, bears no interest and was due on October 31, 2009 but has not been repaid as at November 30, 2009. The loan was paid down through the application of various bonuses issued to the President and CEO.

These transactions were in the normal course of operations and were measured at the exchange value which is represented by the amount of consideration established and agreed to by the related parties.

- 20 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.	Differences Between Canadian GAAP and US GAAP

	The Company's unaudited interim consolidated financial statements have been prepared in accordance with Canadian GAAP. These principles, as they pertain to the Company's consolidated financial statements differ from US GAAP as follows:

	Under Canadian GAAP, the Company accounted for its stock compensation plan as described in Note 2(j) in the fiscal 2009 audited consolidated financial statements under which CICA Handbook Section 3870 requires that compensation for option awards to employees and consultants be recognized in the consolidated financial statements at fair value for options granted in fiscal years beginning on or after January 1, 2004. The Company, as permitted by CICA Handbook Section 3870, has adopted this section prospectively for new option awards granted on or after June 1, 2003. Accordingly, a fair value compensation expense is reported for any options that were granted and vested during an interim or fiscal period. Prior to this accounting policy, no compensation expense was required to be recorded for stock option grants under Canadian GAAP for fiscal 2004. For US GAAP purposes, the Company has adopted the provisions of Financial Accounting Standards Board (FASB) Statement 148 effective as of June 1, 2003, which provisions allow the Company to record compensation expense for stock options granted in fiscal 2004 and all future periods based on the estimated fair value of such option, using the prospective method. In December 2004, FASB issued Statement 123 (Revised 2004), "Share- Based Payment," which mandates the recording of compensation expense based on the fair value of such options.

	For the six months ended November 30, 2009, 2008, and 2007, the Company's accounting for stock option grants under US GAAP is substantially equivalent to the accounting under Canadian GAAP. As such, the expense recorded for US GAAP purposes would be equal to the expense recorded for Canadian GAAP purposes for the six months ended November 30, 2009, 2008, and 2007. Had the Company adopted (FASB) Statement 148 for fiscal 2004, there would be no affect on earnings since no stock options were issued in that year.

	Under Canadian GAAP, the Company accounts for its exploration costs as described in Note 2(e) of the annual consolidated financial statements for May 31, 2009, while under US GAAP, exploration costs cannot be capitalized and are expensed as incurred. Mineral property rights relating to the properties are capitalized and they are tested for impairment.

	Prior to June 1, 2007, under Canadian GAAP marketable securities and long-term investments are carried at the lower of cost or market, and adjustments to the carrying value are shown as an expense on the statement of operations. Under US GAAP marketable equity securities are carried at market value, and changes to the market value are shown as a component of shareholder's equity (if the securities are classified as available-for- sale securities) or as gain or loss in the statement of operations (if the securities are classified as trading securities). Effective June 1, 2007, the Company's accounting for financial instruments, equity and comprehensive income under US GAAP is substantially equivalent to the accounting under Canadian GAAP.

	Canadian GAAP provides that a tax benefit be recorded in the statement of operations to reflect the recovery of future income taxes relating to the renunciation of resource property expenditures to the Company's flow- through share investors (see Note 13 of the annual consolidated financial statements for May 31, 2009). US GAAP has no such provision; consequently, the US GAAP statement of operations contains no such tax benefit.

	Under Canadian GAAP, the Company does not impute interest on loans to related parties, while under US GAAP, imputed interest is required to be recorded for the purpose of preparing consolidated financial statements.

- 21 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.	Differences Between Canadian GAAP and US GAAP (continued)

	Had the Company's consolidated balance sheets as at November 30, 2009 and May 31, 2009 been prepared using US GAAP, such consolidated balance sheets would be presented as follows:

		November 30, 2009			May 31, 2009

Assets
Current assets
Cash	$	207,744		$	106,593
Short term investments		25,000			407,493
GST and sundry receivable		12,822			5,707
Prepaid expenses		29,242			12,283
Due from a related party		13,054			12,803
		287,862			544,879

Reclamation bond		13,858			14,332
Mineral property rights		564,460			512,906
	$	866,180		$	1,072,117

Liabilities
Current liabilities
Accounts payable	$	279,905		$	9,017
Accrued liabilities		72,700			63,450
		352,605			72,467
Assets retirement obligation		13,858			14,332
		366,463			86,799

Shareholders' Equity
Share capital
Authorized - unlimited common shares
Issued
Common shares		16,138,390			16,106,390
Additional paid in capital		4,077,994			3,217,776
Warrants		328,253			1,203,804
Cumulative adjustments to marketable securities		(325,305	)		(325,305	)
Deferred share-based payments		4,510,100			4,141,600
Deficit accumulated before change to an exploration stage company		(3,133,943	)		(3,133,943	)
Deficit accumulated during the exploration stage		(21,095,772	)		(20,225,004	)

		499,717			985,318

	$	866,180		$	1,072,117

- 22 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.	Differences Between Canadian GAAP and US GAAP (continued)

	Under US GAAP, exploration stage companies are required to provide cumulative-from-inception information relating to income statements, statements of cash flows, and statements of changes in shareholders' equity. Inception has been deemed to be March 26, 2004, the date on which the Company, at a shareholders' meeting, made the decision to return to the business of exploration as its primary business focus. The Company's statements of operations and comprehensive loss under US GAAP are as follows:

Statements of Operations and Comprehensive Loss

											Cumulative
					Six Months Ended						from date
					November 30,						of inception
		2009			2008			2007			("March 26, 2004")

Expenses
General exploration	$	307,949		$	360,718		$	2,204,788		$	9,599,295
Management services		411,750			113,077			145,036			5,638,111
Investor relations, business development and reporting issuer maintenance costs		33,076			39,347			670,965			1,980,137
Write-off of bad debts		-			-			-			1,235
Professional fees		90,414			64,257			162,807			1,314,058
Office and administration		25,245			16,416			125,123			694,383
Flow-through interest expense		-			-			-			188,801
Gain on forgiveness of debt		-			-			-			(35,667	)
Share-based payments		-			-			1,003,275			-
Failed merger costs		-			-			-			170,000
Site restoration costs		-			-			30,000			-

Loss before the under noted		(868,434	)		(593,815	)		(4,341,994	)		(19,550,353	)
Interest income		(2,334	)		5,304			35,895			101,837
Write-off mineral property rights		-			-			-			(1,647,256	)

Net loss for the period		(870,768	)		(588,511	)		(4,306,099	)		(21,095,772	)

Comprehensive loss items:
Write-down of marketable securities		-			-			-			(25,000	)

Comprehensive loss for the period	$	(870,768	)	$	(588,511	)	$	(4,306,099	)	$	(21,120,772	)

Loss per common share
Basic	$	(0.02	)	$	(0.02	)	$	(0.13	)
Diluted	$	(0.02	)	$	(0.02	)	$	(0.13	)

Comprehensive loss per common share
Basic	$	(0.02	)	$	(0.02	)	$	(0.13	)
Diluted	$	(0.02	)	$	(0.02	)	$	(0.13	)

- 23 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.	Differences Between Canadian GAAP and US GAAP (continued)

	Statements of Changes in Shareholders' Equity

	The changes in common shares from March 26, 2004 (date the Company became a exploration stage enterprise) as required by US GAAP is disclosed below:

			Amount
			Under
Common Shares	Shares		US GAAP


Common shares before change to a exploration stage company and as of March 26, 2004	3,270,998	$	3,378,444
Stock split (3 for 1)	6,541,996		-
Private placement	120,000		120,000
Private placement	150,000		150,000
Mineral property acquisition	400,000		4,000
Private placement	175,000		175,000
Private placement	1,005,000		1,005,000
Warrant valuation	-		(138,188	)
Mineral property acquisition	118,500		159,975
Mineral property acquisition	70,000		86,800
Cost of issue - warrant valuation	-		(35,200	)
Cost of issue - cash laid out	-		(124,081	)

Balance, May 31, 2005	11,851,494	$	4,781,750
Private placement	2,019,104		2,523,880
Debt conversation	80,000		100,000
Warrant valuation	-		(178,023	)
Private placement	590,320		737,900
Warrant valuation	-		(111,498	)
Shares issued for a finders' fee	160,000		200,000
Private placement	400,000		500,000
Private placement	3,985,974		4,384,571
Warrant valuation	-		(1,335,301	)
Cost of issue - broker warrant valuation	-		(462,173	)
Cost of issue - cash laid out	-		(866,375	)

Balance, May 31, 2006	19,086,892	$	10,274,731
Private placement	2,399,998		1,559,999
Warrant valuation	-		(284,400	)
Mineral property acquisition	50,000		34,500
Mineral property acquisition	55,000		22,000
Private placement	3,250,000		1,462,500
Warrant valuation	-		(339,625	)
Cost of issue - cash laid out	-		(249,300	)
Cost of issue - finder options valuation	-		(165,800	)

Balance, May 31, 2007	24,841,890	$	12,314,605

- 24 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.

Differences Between Canadian GAAP and US GAAP (continued)

			Amount
			Under
Common Shares (continued)	Shares		US GAAP

Balance, May 31, 2007	24,841,890	$	12,314,605
Private placements	11,169,000		4,950,150
Warrants valuation	-		(940,212	)
Mineral property acquisition	130,000		45,800
Exercise of warrants	147,875		66,544
Exercise of warrants valuation	-		36,673
Cost of issue - cash laid out	-		(488,720	)
Cost of issue - broker warrants valuation	-		(227,417	)

Balance, May 31, 2008	36,288,765	$	15,757,423
Mineral property acquisition	30,000		10,800
Private placement	8,333,333		416,666
Cost of issue - cash	-		(47,833	)
Cost of issue - broker warrants valuation	-		(30,666	)

Balance, May 31, 2009	44,652,098	$	16,106,390
Exercise of warrants	333,333		16,667
Exercise of warrants valuation	-		15,333

Balance, November 30, 2009	44,985,431	$	16,138,390

Other changes in shareholders' equity are presented as follows:

Additional Paid in Capital

Balance from inception and as of May 31, 2004 and 2005		$	25,000
Expired warrants			173,388

Balance, May 31, 2006		$	198,388
Expired warrants			449,956

Balance, May 31, 2007 and May 31, 2008		$	648,344
Expired warrants			2,569,432

Balance, May 31, 2009		$	3,217,776
Expired warrants			860,218

Balance, November 30, 2009		$	4,077,994

- 25 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.

Differences Between Canadian GAAP and US GAAP (continued)

Warrants

Balance from March 26, 2004 to May 31, 2004	$	-
Issued		173,388

Balance, May 31, 2005	$	173,388
Issued		2,086,995
Expired		(173,388	)

Balance, May 31, 2006	$	2,086,995
Issued		974,575
Expired		(449,956	)

Balance, May 31, 2007	$	2,611,614
Issued		1,167,629
Exercised		(36,673	)

Balance, May 31, 2008	$	3,742,570
Expired		(2,569,432	)
Issued		30,666

Balance, May 31, 2009	$	1,203,804
Expired		(860,218	)
Exercised		(15,333	)

Balance, November 30, 2009	$	328,253

Cumulative Adjustments to Marketable Securities

Balance, June 1, 2001	$	(85,625	)
Comprehensive loss items		(121,100	)

Balance, May 31, 2002	$	(206,725	)
Comprehensive loss items		(88,580	)

Balance, May 31, 2003	$	(295,305	)
Comprehensive loss items		(5,000	)

Balance, March 26, 2004	$	(300,305	)
Comprehensive loss items		(15,234	)

Balance, May 31, 2004, 2005 and 2006	$	(315,539	)
Comprehensive loss items		(9,766	)

Balance, May 31, 2007	$	(325,305	)
Comprehensive loss items		-

Balance, May 31, 2008 and 2009 and November 30, 2009	$	(325,305	)

- 26 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.

Differences Between Canadian GAAP and US GAAP (continued)

Deferred Share-Based Payments

Balance, May 31, 2004	$	-
Vesting of stock options		775,613

Balance, May 31, 2005	$	775,613
Vesting of stock options		573,700

Balance, May 31, 2006	$	1,349,313
Vesting of stock options		1,358,687

Balance, May 31, 2007	$	2,708,000
Vesting of stock options		1,433,600

Balance, May 31, 2008 and 2009	$	4,141,600
Vesting of stock options		368,500

Balance, November 30, 2009	$	4,510,100

Deficit Accumulated During the Exploration Stage

Balance, March 26, 2004	$	-
Net loss		4,678
Comprehensive loss items		(15,234	)

Balance, May 31, 2004	$	(10,556	)
Net loss		(1,743,463	)

Balance, May 31, 2005	$	(1,754,019	)
Net loss		(3,673,388	)

Balance, May 31, 2006	$	(5,427,407	)
Net loss		(6,052,723	)

Balance, May 31, 2007	$	(11,480,130	)
Net loss		(6,157,896	)

Balance, May 31, 2008	$	(17,638,026	)
Net loss		(2,586,978	)

Balance, May 31, 2009	$	(20,225,004	)
Net loss		(870,768	)

Balance, November 30, 2009	$	(21,095,772	)

- 27 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.	Differences Between Canadian GAAP and US GAAP (continued)

	The Company's statements of cash flows under US GAAP are as follows:

	Statements of Cash Flows

											Cumulative
					Six Months Ended						from date
					November 30,						of inception
		2009			2008			2007			("March 26, 2004")

Cash flows from operating activities
Net loss for the period	$	(870,768	)	$	(588,511	)	$	(4,306,099	)	$	(21,095,772	)
Items not involving cash:
Forgiveness of debt		-			-			-			(35,667	)
Write-off of bad debts		-			-			-			1,235
Share-based payments		368,500			-			1,274,000			4,398,625
Accrued interest income		(251	)		(2,256	)		(18,146	)		(59,253	)
Write-off of mineral property rights		-			-			-			1,647,256
Change in non-cash operating working activities:
GST and sundry receivable		(7,115	)		32,211			70,465			(18,002	)
Prepaid expenses		(16,959	)		118,734			(50,935	)		(23,572	)
Due from a related party		-			-			-			2,296
Accounts payable		270,888			(37,567	)		(278,959	)		350,924
Accrued liabilities		9,250			(45,000	)		-			8,412

Cash flows used in operating activities		(246,455	)		(522,389	)		(3,309,674	)		(14,823,518	)

Cash flows from financing activities
Repayment of loans from related parties		-			-			-			(28,594	)
Share/warrant issuance		16,667			-			3,552,144			18,068,877
Cost of issue		-			-			(385,845	)		(1,776,309	)
Proceeds from loan		-			-			-			175,000
Repayment of loan		-			-			-			(75,000	)

Cash flows provided by financing activities		16,667			-			3,166,299			16,363,974

Cash flows from investing activities
Purchase of reclamation bond		-			-			(13,128	)		(13,090	)
Redemption (purchase) of short term investments		382,493			607,874			(975,000	)		18,903
Exploration advances		-			-			312,491			-
Purchase of mineral property rights		(51,554	)		(94,806	)		(326,929	)		(1,338,526	)

Cash flows provided by (used in) investing activities		330,939			513,068			(1,002,566	)		(1,332,713	)

Change in cash during the period		101,151			(9,321	)		(1,145,941	)		207,743
Cash, beginning of period		106,593			84,856			1,299,277			1

Cash, end of period	$	207,744		$	75,535		$	153,336		$	207,744

- 28 -

Grandview Gold Inc.

(An Exploration Stage Company)

Notes to Interim Consolidated Financial Statements

Three and Six Months Ended November 30, 2009

(Expressed in Canadian Dollars)

(Unaudited)

13.

Differences Between Canadian GAAP and US GAAP (continued)

Statements of Cash Flows (continued)

								Cumulative
				Six Months Ended				from date
				November 30,				of inception
		2009		2008		2007		("March 26, 2004")

Supplemental Schedule of Non-Cash Transaction
Share issuance included in mining interest	$	-	$	10,800	$	35,000	$	563,875
Warrant issuance included in mining interest	$	-	$	-	$	-	$	184,750
Share-based payments included in mining interest	$	-	$	-	$	111,475	$	111,475
Interest paid	$	-	$	-	$	-	$	45,159

14.	Subsequent Event

	On December 8, 2009, the Company announced that it has closed the private placement purchase agreement ("Purchase Agreement") with Centerpoint Resources Inc. ("Centerpoint"), a corporation incorporated under the laws of the Province of British Columbia, and 10 other placees resulting in aggregate proceeds to the Company treasury of $2M to fund exploration and development of the Giulianita project in Peru and to maintain Canadian operations.

	The Purchase Agreement represents an investment by Centerpoint in Grandview comprised of a private placement financing consisting of 20 million units ("Unit") at a price of $0.075 per Unit for aggregate proceeds to Grandview of $1.5M. Each Unit consists of one common share and one common share purchase warrant ("Warrant") with each whole Warrant entitling the holder to acquire one further common share at a price of $0.12, expiring 24 months from the date of issue. In addition, Grandview completed a concurrent non-brokered financing resulting in the issuance of an additional 6,666,665 Units, some of which Units were acquired by directors and officers of Grandview.

- 29 -