GOLDEN PHOENIX MINERALS (GPXM)

[Cousin IT]

LIQUIDITY AND CAPITAL RESOURCES

We have a history of operating losses since our inception in 1997, and had an accumulated deficit of $62,663,722 and a total stockholders’ deficit of $3,913,037 at December 31, 2013. At December 31, 2013, we had current assets of $7,440 and current liabilities of $3,926,184, resulting in a working capital deficit of $3,918,744. Included in current assets at December 31, 2013 was cash of $4,925.