Contract

Exhibit 99.1

On February 25, 2011, we entered into a stock purchase agreement (the "Agreement”) with Minera Kata S.A. a corporation (sociedad anónima) organized under the laws of the Republic of Panama.  Pursuant to the Agreement, South American Gold Corp. has purchased 25% of the outstanding shares of Minera Kata S.A. with an option to purchase up to 75% of its remaining shares in consideration of a $1,000,000 cash payment and the issuance of 1,000,000 shares of the common stock of South American Gold Corp.

The following presents our unaudited proforma financial information as of December 31, 2010, and for the interim six month period ended December 31, 2010.   Proforma information for our most recent fiscal year ended, June 30, 2010, has not been presented as Minera Kata S.A. was not incorporated until after that date.

The unaudited proforma financial information is for informational purposes only and does not purport to present what our results would actually have been had this transaction occurred on the date presented nor is it intended to project our results of operations or financial position for any future period.

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SOUTH AMERICAN GOLD CORP. AND SUBSIDIARIES
Unaudited Pro Forma Balance Sheets
December 31, 2010
		South American Gold Corp				Minera Kata, S.A.			Notes		Pro Forma Adjustments				Pro Forma Combined
Assets
Current Assets
Cash and cash equivalents		$	3,979			$	7,505		(a)		$	500,000			$	511,484
Total current assets			3,979				7,505					500,000				511,484
Other Assets
Deposits for Acquisitions			-				468,500									468,500
Deferred Expenses			-				2,015									2,015
Total Other Assets			-				470,515					-				470,515
Total Assets			3,979				478,020					500,000				981,999
Liabilities and Stockholders' Equity (Deficit)
Current Liabilities
Accounts payable			136,297				150									136,447
Due to related parties			2,683				-									2,683
Total Liabilities			138,980				150									139,130
Stockholders' Equity (Deficit)
Common stock			214,612						(b)			1,000				215,612
Additional paid-in capital			6,433				477,870		(a)(b)			140,598				624,900
Accumulated deficit			(356,046	)												(356,046	)
			(135,001	)			477,870					141,598				484,467
Non-Controlling Interest											$	358,402				358,402
Total liabilities and stockholders' equity (deficit)		$	3,979			$	478,020				$	500,000			$	981,999
See Notes to Unaudited Pro Forma Consolidated Financial Statements

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SOUTH AMERICAN GOLD CORP. AND SUBSIDIARIES
Unaudited Pro Forma Consolidated Statement of Operations
For the 6 Months Ended 12/31/2010
		South American Gold Corp				Minera Kata S.A.				Pro Forma Adjustments				Pro Forma Combined
Revenues		$	-			$	-			$	-			$	-
Operating Expenses
Exploration Costs			2,960				-								2,960
Management Expense			15,000				-								15,000
Legal			28,935				-								28,935
Accounting and Audit Expense			13,785				-								13,785
Professional Fees - Consulting			13,000				-				500,000				513,000
Other General & Administrative Expense			14,650				-								14,650
Total Operating Expense			88,329				-				500,000				588,329
Net (Loss)		$	(88,329	)		$	-			$	(500,000	)		$	(588,329	)
Net loss per common share outstanding,
basic and diluted			**				**				**				**
Weighted average shares outstanding of common
stock, basic and diluted			214,611,890				-				1,000,000				215,611,890
** Less than $0.01
See Notes to Unaudited Pro Forma Consolidated Financial Statements

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Pro Forma Adjustments

The preceding unaudited condensed combined consolidated pro forma balance sheet and statement of operations have been prepared as if the transaction was completed on December 31, 2010.  The following pro forma adjustments have been made:

(a)        The adjustment reflects the aggregate gross proceeds of $1,000,000, with net cash proceeds of $500,000 after direct expenses paid for professional fees and services provided with respect to the transaction.

(b)       This adjustment reflects  the issuance of 1,000,000 shares of common stock by South American Gold Corp.

Income (loss) Per Share from Continuing Operations

Pro forma basic and diluted shares outstanding include the weighted average number of common shares outstanding for South American Gold Corp during the period presented, in addition to the common stock issued as a result of the transaction they had been issued at the beginning of the period. The common stock issued in connection with the transaction is assumed to be outstanding for the entire period presented.

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