This section should be read in conjunction with the accompanying consolidated financial statements and notes included in this report.

Discussion of Operations & Financial Condition Twelve months ended April 30, 2009

Yukon Gold has no source of revenue and we continue to operate at a loss. We expect our operating losses to continue for so long as we remain in an exploration stage and perhaps thereafter. As at April 30, 2009, we had accumulated losses of $14,906,422. These losses raise substantial doubt about our ability to continue as a going concern. Our ability to emerge from the exploration stage and conduct mining operations is dependent, in large part, upon our raising additional equity financing.

As described in greater detail below, the Company's major endeavor over the year has been its effort to raise additional capital to meet its administrative expenses and pursue its exploration activities. The Company does not currently have sufficient working capital to continue as a reporting company in the United States and Canada. We are working urgently to obtain additional financing, which may entail the acquisition of additional properties in order to attract such financing.

SELECTED ANNUAL INFORMATION

                                    April 30,      April 30,
                                       2009           2008
Revenues                                   Nil            Nil
Net Loss                          $  3,017,265   $  4,953,775
Loss per share-basic and diluted  $       0.09   $       0.19
Total Assets                      $    108,099   $  2,526,600
Total Liabilities                 $    239,222   $    231,531
Cash dividends declared per share          Nil            Nil

The total assets for the year ended April 30, 2009 includes cash and cash equivalents for $9,349, prepaid and other receivables for $64,852 and capital assets for $33,898. The total assets for the year ended April 30, 2008 includes cash and cash equivalents for $1,255,620, restricted cash for $817,092, Short-term investment in available-for-sale securities for $31,500, prepaid and other receivables for $282,347 and capital assets for $140,041.

Revenues

No revenue was generated by the Company's operations during the years ended April 30, 2009 and April 30, 2008.

Net Loss

The Company's expenses are reflected in the Consolidated Statements of Operations under the category of Operating Expenses. To meet the criteria of United States generally accepted accounting principles ("GAAP"), all exploration and general and administrative costs related to projects are charged to operations in the year incurred.

The significant components of expense that have contributed to the total operating expense are discussed as follows:

(a) General and Administrative Expense

Included in operating expenses for the year ended April 30, 2009 is general and administrative expense of $987,536, as compared with $1,702,640 for the year ended April 30, 2008. General and administrative expense represents approximately 33% of the total operating expense for the year ended April 30, 2009 and approximately 34% of the total operating expense for the year ended April 30, 2008. General and administrative expense decreased by $715,104 in the current year, compared to the prior year. The decrease in this expense is mainly due to decrease in consulting fees to consultants for providing investor relations and related market advice services and a decrease in stock based compensation expense by $552,470.

Included in the operating expenses for the year ended April 30, 2009 (included as general and administration expense) is stock option compensation expense of $31,858 and compensation expense on issue of warrants for $17,813, as compared with stock option compensation expense of $584,328 and compensation expense on issue of warrants for $123,079 for the prior year ended April 30, 2008. These amounts have been calculated in accordance with generally accepted accounting principles in the United States, whereby the fair value of the stock options was determined at the time of grant of stock options to the Company's directors, officers and consultants, and expensed over the vesting term, in terms of the Black-Scholes option pricing model.

(b) Project Expense

Included in operating expenses for the year ended April 30, 2009 is project expenses of $1,907,891 as compared with $3,341,682 for the year ended April 30, 2008. Project expense is a significant expense and it represents approximately 63% of the total operating expense for the year ended April 30, 2009 and approximately 66% of the total operating expense for the year ended April 30, 2008. Project expense decreased by $1,433,791 in the current year, as compared to the prior year. The decrease in this expense is mainly due to the availability of limited funds for exploration and the Company not incurring any exploration expense on the Mount Hinton Property claims. All the exploration expense was incurred on the Marg property. In March of 2005, the Company acquired the rights to purchase 100% of the Marg Property. Under the terms of the Marg Acquisition Agreement the Company was required to pay to Atna $163,066 (CDN$200,000) (in cash or shares of the Company's common stock) on December 12, 2008. In lieu of making such payment, the Amendment Agreement permits the Company to pay Atna $19,980 (CDN$25,000) in cash on December 12, 2008 (paid) and $188,600 (CDN$225,000) (payable in cash or shares of the Company's common stock) on April 30, 2009. On April 30, 2009, the Company issued to Atna 6,838,906 common shares which represent $188,600 (CDN $225,000), whereby common shares were valued at $0.0276 (CDN $0.0329) each. This cash payment of $19,980 (CDN $25,000) and issue of Common stock valued at $188,600 (CDN $225,000) formed part of the project expenses. During the prior year ended April 30, 2008, the Company besides incurring exploration expenses on the Marg property, also made an additional payment of $98,697 (CDN $100,000) which formed part of project expenses.

The following disclosure relates to our former property known as the "Mount Hinton" property. Our interest in the Mount Hinton property was sold on May 21, 2009.

On July 7, 2002 YGC, the Company's wholly owned subsidiary, entered into an option agreement with the Hinton Syndicate to acquire a 75% interest in the 273 unpatented mineral claims covering approximately 14,000 acres in the Mayo Mining District of Yukon, Canada. This agreement was replaced with a revised and amended agreement (the "Hinton Option Agreement") dated July 7, 2005 which superseded the original agreement and amendments thereto. The new agreement was between the Company, its wholly owned subsidiary YGC and the Hinton Syndicate.

The Hinton Option Agreement pertained to an "area of interest" which included the area within ten kilometres of the outermost boundaries of the 273 mineral claims, which constituted our mineral properties. Either party to the Hinton Option Agreement could stake claims outside the 273 mineral claims, but each must notify the other party if such new claims were within the "area of interest." The non-staking party could then elect to have the new claims included within the Hinton Option Agreement. As of December 11, 2006, there were an additional 24 claims staked, known as the "Gram Claims" which became subject to the Hinton Option Agreement. Subsequent to the year ended April 30, 2009, on May 21, 2009, Gram Claims 1-24 were conveyed by the Company's wholly owned subsidiary to a member of the Hinton Syndicate. On June 16, 2008 an additional 18 claims were staked (#25-#42), known as the "Gram Claims", at a cost of $8,679 (CDN$8,887), which became subject to the Hinton Option Agreement. Subsequent to the year ended April 30, 2009, on May 5, 2009 the Company transferred all of its interest in Gram Claims 25-42 to a member of the Hinton Syndicate.

Subsequent to the year ended April 30, 2009, on May 21, 2009, the Company, through its wholly owned subsidiary, YGC, sold its interest in the Mount Hinton Property to the Hinton Syndicate. All of the claims comprising the Mount Hinton Property were conveyed by the Company's subsidiary to a member of the Hinton Syndicate.

If the payment is made to Yukon Gold within the 12-     $96,386
month anniversary of the Closing:                       (CDN$115,000)
If the payment is made to Yukon Gold after the 12-      $117,351
month anniversary of the Closing but before the 24-     (CDN$140,000)
month anniversary of the Closing:
If the payment is made to Yukon Gold after the 24-      $138,307
month anniversary of the Closing but before the 36-     (CDN$165,000)
month anniversary of the Closing:
If the payment is made to Yukon Gold after the 36-      $159,262
month anniversary of the Closing but before the 48-     (CDN$190,000)
month anniversary of the Closing:
If the payment is made to Yukon Gold after the 48-
month anniversary of the Closing, it shall be increased
by $20,956 (CDN$25,000) for each 12-month period
following the 49-month anniversary of the Closing

In addition, Yukon Gold's subsidiary assigned its work permit to a member of the Hinton Syndicate and the Hinton Syndicate became responsible for any reclamation costs imposed by the government of Yukon in connection with the work permit. As of May 21, 2009, Yukon Gold and its subsidiary have no further interest or obligations with respect to the Mount Hinton Property.

Exploration

For more information regarding our exploration activities on our properties during the fiscal year ended April 30, 2009, see Item 2 "Description of Property" herein.

Liquidity and Capital Resources

The following table summarizes the Company's cash flows and cash in hand:

                                         April 30,       April 30,
                                           2009            2008
Cash and cash equivalent              $       9,349   $   1,255,620
Working capital (deficit)             $    (162,550 ) $   1,345,145
Cash used in operating activities     $  (1,552,479 ) $  (2,038,973 )
Cash used in investing activities     $     (44,008 ) $    (134,093 )
Cash provided by financing activities $     573,795   $   2,269,440

As at April 30, 2009 the Company had working capital deficit of $(162,550) as compared to a working capital of $1,345,145 in the previous year. During the current year the Company raised (net) $578,109 by issue of share units for cash. During the prior year the Company raised (net) $2,271,080 by issuing common share units for cash, $429,537 through the exercise of warrants and $55,500 through the exercise of stock options. The Company invested a small amount of $38,978 (prior year $102,593) in acquisition of capital assets.

The Company had no Off-Balance sheet arrangements as of April 30, 2009 nor as of April 30, 2008.

Contractual Obligations and Commercial Commitments

In addition to the contractual obligations and commitments of the Company to acquire its mineral properties as described in "Item 2 - Description of the Property," the following are additional contractual obligations and commitments as at April 30, 2009.

Obligation under Capital Lease

The following is a summary of future minimum lease payments under the capital
lease, together with the balance of the obligation under the lease:

Years ending April 30,

2010                         $  2,998     (CDN$ 3,577 )
2011                         $  2,998     (CDN$ 3,577 )

Total minimum lease payments $  5,996     (CDN$ 7,154 )
Less: Deferred Interest      $    908     (CDN$ 1,084 )
                             $  5,088     (CDN$ 6,070 )
Current Portion              $  2,617     (CDN$ 3,122 )
Long-Term Portion            $  2,471     (CDN$ 2,948 )

Flow-Through Share Subscription

Year Ended April 30, 2008

The Company entered into flow-through share subscription agreements during the year ended April 30, 2008 whereby it is committed to incur on or before December 31, 2008, a total of $833,995 (CDN$840,000) of qualifying Canadian Exploration expenses as described in the Income Tax Act of Canada. As of April 30, 2008 an expenditure of $53,291 (CDN$53,675) has been incurred and $780,704 (CDN$786,325) has not yet been spent. Commencing March 1, 2008 the Company is liable to pay a tax of approximately 5% per annum, calculated monthly on the unspent portion of the commitment.

Year ended April 30, 2009

On July 23, 2008, the Company closed a non-brokered private placement for up to $976,563 (CDN$1,000,000). The Company completed the sale of 4,134,000 common shares on a flow-through basis at a price of $0.15 (CDN$0.15) per share for gross proceeds of $613,778 (CDN$620,100). The Company paid a 5% finders fee on this private placement. The proceeds from the private placement of flow-through shares were used by Yukon Gold for program expenditures on the Marg Property. The flow- through shares were issued at market without any additional price charged for sale of taxable benefits. The private placement was exempt from registration under the Securities Act of 1933, pursuant to an exemption afforded by Regulation S.

Consulting & Services Agreements

Effective as of December 15, 2007 the Company entered into a consulting agreement with Ronald Mann (the "Mann Agreement"), pursuant to which Mr. Mann was retained as the Company's President and Chief Executive Officer. The board of directors of the Company appointed Mr. Mann to fill a vacancy on the board of directors, also effective as of December 15, 2007. The Mann Agreement had a one-year term commencing on December 15, 2007, which was automatically renewable thereafter, unless terminated pursuant to the terms of the Mann Agreement. Pursuant to the Mann Agreement, the parties agreed that Mr. Mann and the Company would indicate their respective intentions to renew the term after the passage of eight (8) months from the date of the Mann Agreement. Pursuant to the Mann Agreement, Mr. Mann will receive an annual consulting fee of $122,299 (CDN$150,000). In addition, Mr. Mann received 500,000 warrants to purchase shares of the Company's common stock (the "Mann Warrants"). The Mann Warrants shall have a term of 5 years and an exercise price of $0.20 (CDN$0.24) . 250,000 of the Mann Warrants were fully vested upon issuance, and the remaining 250,000 vested 6 months from the date of issuance, on June 15, 2008. On December 12, 2008 the Company accepted Ronald Mann's resignation as Chief Executive Officer and President and as a Director, and as an Officer and Director of YGC, the Company's wholly owned subsidiary. There were no disagreements between the Company and Mr. Mann with regards to the Company's operations or public disclosures. The Company agreed to pay Mr. Mann severance of $20,670 (CDN$25,000), payable in two installments. $10,192 (CDN$12,500) was paid on December 12, 2008 and the balance of $10,478 (CDN$12,500) was due on April 15, 2009 which was subsequently paid on June 4, 2009 and a release was obtained from Mr. Mann.

On February 18, 2008 the Company and YGC, it's wholly owned subsidiary, signed a surface drilling contract with a diamond drilling company for the Marg Project to commence on or about June 18, 2008. On February 18, 2008 the Company paid $148,928 (CDN$150,000) as a deposit per the terms of the contract. During the quarter ended July 31, 2008 the Company paid $281,581 (CDN$288,339) to the contractor. During the quarter ended October 31, 2008 the Company paid $224,283 (CDN$270,149) to the contractor and on August 30, 2008 the drilling program was demobilized. The balance of the deposit in the amount of $8,597 (CDN$10,256) is being held by the diamond drilling company as a deposit on the 2009 drilling program.

Subsequent Events

On May 4, 2009 Mr. Howard Barth resigned as a director of the Company. There were no disagreements between Mr. Barth and the Company with respect to the Company's operations, policies or practices.

On May 5, 2009 the Company transferred all of its interest in Gram Claims 25-42 to a member of the Hinton Syndicate.

On May 13, 2009 YGC, the Company's wholly owned subsidiary, appointed Mrs. Kathy Chapman as Corporate Secretary, temporarily replacing Mrs. Lisa Rose who is on maternity leave.

On May 21, 2009, the Company, through its wholly owned subsidiary, YGC sold its interest in the Mount Hinton Property in the Yukon Territory of Canada to the Hinton Syndicate. The Mount Hinton Property was subject to an agreement with the Hinton Syndicate pursuant to which the Company had earned a 50% interest. All of the claims comprising the Mount Hinton Property were conveyed by the Company's subsidiary to a member of the Hinton Syndicate.

If the payment is made to Yukon Gold within the 12-     $96,386
month anniversary of the Closing:                       (CDN$115,000)
If the payment is made to Yukon Gold after the 12-      $117,351
month anniversary of the Closing but before the 24-     (CDN$140,000)
month anniversary of the Closing:
If the payment is made to Yukon Gold after the 24-      $138,307
month anniversary of the Closing but before the 36-     (CDN$165,000)
month anniversary of the Closing:
If the payment is made to Yukon Gold after the 36-      $159,262
month anniversary of the Closing but before the 48-     (CDN$190,000)
month anniversary of the Closing:
If the payment is made to Yukon Gold after the 48-
month anniversary of the Closing, it shall be increased
by $20,956 (CDN$25,000) for each 12-month period
following the 49-month anniversary of the Closing

In addition, Yukon Gold's subsidiary assigned its work permit to a member of the Hinton Syndicate and the Hinton Syndicate became responsible for any reclamation costs imposed by the government of Yukon in connection with the work permit. As of May 21, 2009, Yukon Gold and its subsidiary have no further interest or obligations with respect to the Mount Hinton Property.

On June 2, 2009 the Company accepted a proposal from a consultant to complete a Valuation and Letter Report on the Company's Marg Property for a cost of $5,561 (CDN$6,634) which was completed on June 30, 2009.

On June 4, 2009 the Company paid $10,478 (CDN$12,500) to Mr. Ronald K. Mann being the final installment of his severance.

On June 19, 2009 the Company and its wholly owned subsidiary terminated Lisa Rose's employment as Corporate Secretary and Administrator.

On June 24, 2009 the Company cancelled 200,000 options granted to a former officer of the Company.

As of July 24, 2009, the Consulting Agreement between Cletus Ryan and the Company was terminated by the Company. The Company subsequently paid Mr. Ryan $14,027 (CDN$16,734) being the final consulting fees owed to him. There were no disagreements between Mr. Ryan and the Company with regards to the Company's operations or public disclosures.

On August 4, 2009 the Company recognized the expiration of 240,000 options granted to a former director of the Company and cancelled 100,000 options granted to such former director.

On August 16, 2009, 1,426,961 warrants held by shareholders of the Company expired.

On August 26, 2009, the Company's mailing address changed to 139 Grand River St.
N., PO Box 510, Paris, Ontario Canada N3L 3T6. As of August 26, 2009, the Company relinquished its office in Toronto, Ontario.

On September 2, 2009, the Ontario Securities Commission issued a "cease trade" order covering the Company's shares because the Company had failed to timely file its annual report. The Company expects such order to be lifted following the filing of this report.

Recent Accounting Pronouncements

In December 2007, the FASB issued SFAS No. 141(R), "Business Combinations". This Statement replaces SFAS No. 141, Business Combinations. This Statement retains the fundamental requirements in Statement 141 that the acquisition method of accounting (which Statement 141 called the purchase method) be used for all business combinations and for an acquirer to be identified for each business combination. This Statement also establishes principles and requirements for how the acquirer: a) recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any non-controlling interest in the acquiree; b) recognizes and measures the goodwill acquired in the business combination or a gain from a bargain purchase and c) determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination. SFAS No. 141(R) will apply prospectively to business combinations for which the acquisition date is on or after Company's fiscal year beginning May 1, 2009. The Company is currently assessing the impact of FAS 141(R).

In December 2007, the FASB issued SFAS No. 160, "Non-controlling Interests in Consolidated Financial Statements". This Statement amends ARB 51 to establish accounting and reporting standards for the non-controlling (minority) interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a non-controlling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. SFAS No. 160 is effective for the Company's fiscal year beginning May 1, 2009. The Company is currently assessing the impact of FAS 160.

In March 2008, the FASB issued SFAS No. 161, "Disclosures about Derivative Instruments and Hedging Activities-an amendment of FASB Statement No. 133" ("FAS 161"). FAS 161 changes the disclosure requirements for derivative instruments and hedging activities. Entities are required to provide enhanced disclosures about (a) how and why an entity uses derivative instruments, (b) how derivative instruments and related hedged items are accounted for under Statement 133 and its related interpretations, and (c) how derivative instruments and related hedged items affect an entity's financial position, financial performance, and cash flows. The guidance in FAS 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. This Statement encourages, but does not require, comparative disclosures for earlier periods at initial adoption. The Company is currently assessing the impact of FAS 161.

In May 2008, the FASB issued SFAS No. 162, "The Hierarchy of Generally Accepted Accounting Principles" ("SFAS 162"). SFAS 162 is intended to improve financial reporting by identifying a consistent framework, or hierarchy, for selecting accounting principles to be used in preparing financial statements that are presented in conformity with U.S. GAAP for nongovernmental entities. SFAS 162 is effective 60 days following the Securities and Exchange Commission's approval of the Public Company Accounting Oversight Board auditing amendments to AU Section 411, "The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles." The Company does not expect SFAS 162 to have a material effect on its consolidated financial statements.

In April 2009, the FASB issued FSP FAS 115-2 and FAS 124-2. This FSP amends SFAS 115, "Accounting for Certain Investments in Debt and Equity Securities," SFAS 124, "Accounting for Certain Investments Held by Not-for-Profit Organizations," and EITF Issue No. 99-20, "Recognition of Interest Income and Impairment on Purchased Beneficial Interests and Beneficial Interests That Continue to Be Held by a Transferor in Securitized Financial Assets," to make the other-than-temporary impairments guidance more operational and to improve the presentation of other-than-temporary impairments in the financial statements.. This FSP provides increased disclosure about the credit and noncredit components of impaired debt securities that are not expected to be sold and also requires increased and more frequent disclosures regarding expected cash flows, credit losses, and an aging of securities with unrealized losses. Although this FSP does not result in a change in the carrying amount of debt securities, it does require that the portion of an other-than-temporary impairment not related to a credit loss for a held-to-maturity security be recognized in a new category of other comprehensive income and be amortized over the remaining life of the debt security as an increase in the carrying value of the security. This FSP shall be effective for interim and annual periods ending after June 15, 2009, with early adoption permitted for periods ending after March 15, 2009. The Company is currently evaluating this new FSP but does not believe that it will have a . . .