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Mat. 3739 C.A.P.

DRA. INES PINOS MANZANO ABOGADA Casillero Judicial: 1911 QUITO - ECUADOR

DECEMBER 21, 2006 Canaccord Capital Corporation 2200-609 Granville Street Vancouver, BC V7Y 1H2 Miller Thomson LLP Barristers and Solicitors 1000-840 Howe Street Vancouver, B.C. V6Z 2M1 P. MacNeill Law Corporation 950-1055 West Georgia Street P.O. Box 11142 Vancouver, BC V6E 3P3 Dynasty Metals & Mining Inc. Suite 270-666 Burrard Street Vancouver, BC V6C 2X8

Dear Sir/Mesdames: Re: Dynasty Metals & Mining Inc. (the Issuer)

We are counsel for Golden Valley Plant S.A. (the Company). We have considered such questions of law and examined such statutes and regulations, corporate records, certificates and other documents and have made such other examinations, searches and investigations as we have considered necessary for the purpose of the opinion hereinafter expressed. In such examination, we have assumed the genuineness of all signatures and the authenticity of all documents submitted to us as originals and the conformity to original documents of all documents submitted to us as certified or as photocopies. Based on and subject to the foregoing we are of the opinion that:

(a)

the Company is a corporation incorporated and validly existing under the laws of Ecuador. The Company is, with respect to all required filings with the Ecuadorian corporations authorities, in good standing; the Company has all requisite corporate power and authority to carry on its business and to own its property and assets, and to carry out exploration, development and production with respect to the Mining Concessions in Ecuador; the Company has all necessary approvals, consents, licenses and registrations to carry on its business and to own its property and assets, and in particular, to acquire, hold and deal with the Mining Concessions;

(b)

(c)

PINOS & PINOS 005932588405 CONSORCIO DE ABOGADOS

Manuel Larrea 115 y Santa Prisca Edificio Concisa oficina 704 sptimo piso

Tel fax: 005932573285

DRA. INES PINOS MANZANO Mat. 3739 C.A.Q. ABOGADA Casillero Judicial: 1911 QUITO - ECUADOR

(d) (e)

the authorized and issued capital of the Company is 1,000 common shares, of which all are validly issued and outstanding as fully paid and non-assessable; the registered shareholders of the Company are Polimimes S.A. and Elipe .S.A. to the best of our knowledge, there are no beneficial shareholders of the Company apart from Polimimes S.A. and Elipe S.A; to the best of our knowledge, no person, firm or corporation has any agreement or option, or any right or privilege capable of becoming an agreement for the purchase, subscription or issuance of any securities of the Company; the ownership of the Company set forth in (e) above does not breach or contravene any of the laws of Ecuador, including those with respect to the ownership of Sociedad Anonima (S.A.) companies; to the best of our knowledge, after conducting all necessary searches of the public records of Golden Valley Plant S.A., the outstanding shares of the Company are subject to no pledge, lien, charge, encumbrance or adverse claim which would impair the legal or beneficial ownership of such shares; there are no legal impediments to the payment of dividends to the shareholders of the Company if, in compliance with Ecuadorian legislation, the Company has distributable profits; and to the best of our knowledge, there are no actions, suits or proceedings, pending or threatened before any court, governmental or regulatory agency, private dispute resolution system or arbitrator in Ecuador against the Company, or to which the Company is a party.

(f)

(g)

(h)

(i)

(j)

Yours truly, Pinos & Pinos Consorcio de Abogados

Per: Dr. Ines Pinos

PINOS & PINOS 005932588405 CONSORCIO DE ABOGADOS

Manuel Larrea 115 y Santa Prisca Edificio Concisa oficina 704 sptimo piso

Tel fax: 005932573285