Affinity Gold Corp II

AFFINITY GOLD CORP.
FORM 8-K
(Current report filing)
Filed 06/18/10 for the Period Ending 03/24/10
Address 50 WEST LIBERTY STREET SUITE 880

RENO, NV, 89501
Telephone XXX-XXXX-XXXX
CIK 0001397970
Symbol AFYG
SIC Code 2040 - Grain Mill Products
Industry Gold
Sector Basic Materials
Fiscal Year 12/31
http://www.edgar-online.com
Copyright 2017, EDGAR Online, a division of Donnelley Financial Solutions. All Rights Reserved.
Distribution and use of this document restricted under EDGAR Online, a division of Donnelley Financial Solutions, Terms of Use.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSI ON
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 24, 2010
AFFINITY GOLD CORP.

(Exact name of registrant as specified in its charter)
Commission File Number 333-142890
Nevada 26-4152475
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
7950 Main Street, Suite 217

Maple Grove, MN 55369
(Address of principal executive offices, including Zip Code)
Registrants telephone number, including area code: 763-424-4754
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
We have received an OTCBB Ineligibility Notification from the Financial Industry Regulatory Authority (FINRA) on May 26, 2010. The
Notification states that, pursuant to NASD Rule 6530(e), our securities will be removed from quotation on the OTCBB for a period of one year
at the open of business of June 4, 2010 because we have been delinquent in our reporting obligations three times in the past 24 months.
Item 3.02 Unregistered Sale of Equity Securities
On March 31, 2010, we issued 245,000 shares of our common stock to one individual due to the closing of a private placement at $1.00 per
share for total gross proceeds of $245,000. We believe that the issuance is exempt from registration under Regulation S promulgated under the
Securities Act as the securities were issued to the individual through an offshore transaction which was negotiated and consummated outside of
the United States.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
On March 24, 2010, our Board of Directors approved and granted in aggregate 1,000,000 stock options to certain of our directors and officers
having an exercise price of $0.60 per share and an expiry date of five years from the date of grant. These stock options have vesting provisions
of 50% on the date of grant and 10% on the last day of each month thereafter beginning on April 30, 2010.
The following table below sets forth the stock options awarded to certain of our directors and officers on March 24, 2010:
Name Number of Stock Options

Johnny Lian Tian Yong (Director) 600,000
Corey Sandberg (Secretary, Treasurer & Director) 400,000
In addition, on March 24, 2010, our Board of Directors approved the payment of a bonus award of $250,000 to Antonio Rotundo and $200,000
to Corey Sandberg for their contributions to the Company over 2009, however, the form of payment was still under discussion and was to be
determined at a later date. On May 28, 2010, our board of directors determined that since we do not have adequate cash reserves to pay these
bonus amounts at this time, the cash bonuses will carry restrictions and conversion provisions whereby protecting our cash position and future
capital requirements for the current and subsequent years as follows: (i) cash payments against granted cash bonuses will become eligible only
after six (6) months after the granting date of the bonus; (ii) the sum of all cash bonuses paid by us cannot exceed a total of 10% of our overall
cash position at that time; and, that the payment cannot be in excess of 5% of the following years capital requirements; (iii) the bonuses carry a
conversion provision allowing the grantee to convert, at his or her sole discretion, all or part of the granted cash bonus into warrants at a value
of $0.005 per warrant with each warrant having an exercise price equal to our previous days trading closing price and having an expiry date of
five years from the date of issuance of the warrants. If converted in part, the remaining cash bonuses may be used to apply towards the exercise
price of the warrants to receive the shares of common stock underlying the warrants; (iv) the conversion provision is immediately available to
the grantees, and if and when utilized, warrants would be issued by us to the appropriate person; and (v) we will take all action reasonably
necessary to at all times have authorized, and reserved for the purpose of issuance, that number of shares of common stock equal to the number
of shares of common stock into which the warrants may be exercisable.
On June 4, 2010, Mr. Paul Antoniazzi resigned as our Chief Executive Officer and a Director in order to pursue other business interests, which
resignation became effective immediately without any disagreement with us on any matter relating to our operations, policies or practices.
In addition, on June 16, 2010, Mr. Antonio Rotundo resigned as our President. On June 16, 2010, our board of directors accepted the
resignation of Mr. Antonio Rotundo and at the same time appointed Mr. Corey Sandberg as our President and Interim Chief Executive Officer
effective immediately.
Corey J. Sandberg is 35 years old and has just under fifteen years of professional experience in both corporate and small business
environments. From 2006 to present, Mr. Sandberg has been an independent consultant where he has lead business startup, organizational
management and operational improvement initiatives, both strategic and tactical, for public and private companies alike. Prior to becoming an
independent consultant in 2006, Mr. Sandberg spent just under seven years at American Express Financial Advisors, a subsidiary of American
Express, (later spun-off to become Ameriprise Financial, Inc.). While at American Express, Mr. Sandberg held both management and
leadership positions in predominantly entrepreneurial environments receiving recognition for challenging the status quo, taking risks and
successfully implementing new ideas that helped with cost savings and revenue generation. During the last few years before leaving American
Express in late 2005, Mr. Sandberg served in Project Manager and Vendor Relationship Manager positions. In addition, Mr. Sandberg held the
FINRA Series 63, 7 and 24 Securities Licenses required for management and leadership positions within American Express. Mr. Sandberg is
a graduate of the University of Minnesota, Twin Cities with a Bachelor of Arts degree in Japanese Language & Culture.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Also on March 24, 2010, our Board of Directors approved the creation of 100,000 Series A Preferred Shares, which shall have the following
special rights and restrictions:
1. Dividend Rate . The holders of the shares of Series A Preferred Stock shall not be entitled to participate in dividends and no such
dividend shall be paid, or cumulate, with respect to the shares of Series A Preferred Stock.
2. Voting Rights . Each holder of record of the shares of Series A Preferred Stock shall be entitled to one thousand (1,000) votes for
each share of Series A Preferred Stock standing in his name in the books of the Company and shall be entitled to vote such shares at
all meetings of the Company including meetings of the Companys Common Stock shareholders.
3. No Liquidation Preference . In the event of any liquidation, dissolution, or winding up of the affairs of the Company, whether
voluntarily or involuntarily, the holders of the Series A Preferred Stock shall not be entitled to receive any distribution by reason of
their ownership thereof.
Our Board of Directors decided to create such Series A Preferred Shares because it believes that our future value and the value to our
shareholders lies in the properties, mineral rights and mining concessions we own, which may become the target of a takeover, whether hostile
or friendly, by larger mineral development companies. Therefore, our Board of Directors have determined that Antonio Rotundo, our then
President, CFO and a director, is the best person to evaluate offers and determine whether a particular takeover offer or asset purchase offer
would be the best offer for us. Therefore, our Board of Directors has authorized the creation of the above mentioned 100,000 Series A
Preferred Shares and authorized the issuance of such to Antonio Rotundo so that he is able to remain in control of management and have
control of such determinations.
In addition, our Board of Directors authorized the filing of a Certificate of Designation to be filed with the Secretary of State of Nevada with
respect to the creation of the 100,000 Series A Preferred Shares. As of the date of the filing of this Form 8-K, we have not yet filed the
Certificate of Designation with the Secretary of State of Nevada or issued any Preferred Stock to Antonio Rotundo.
Item 8.01 Other Events
On April 1, 2010, we entered into a Professional Services Agreement with LarsonAllen LLP of 809 Meander Court, Medina, MN 55340
(LarsonAllen), whereby LarsonAllen will among other terms and conditions provide the following services to us:
Outsourced CFO and Controller Services

compile monthly financial statements
draft Form 10-Q and 10-K for the various quarter end SEC filings
provide periodic financial and management reports, as requested
prepare and/or review various monthly and quarterly account reconciliations
Other Services
manage audit prep process
prepare information for tax filings, as requested
process and procedure (including consolidation) evaluation and recommendation (SOX 404 work will be completed under a
separate engagement letter)
assist management in establishing key performance indicators.
Other advisory services specifically requested by authorized Affinity Gold personnel.
Under the Professional Services Agreement, the fees for providing such services will be billed to us as follows:
Controller services performed by senior level person $85 per hour

CFO and Controller services performed by Bryan Hamilton $125 per hour
CFO services performed by Don Frank $200 per hour
In addition to the hourly service fee, any out of pocket expenses such as out of town travel, meals and lodging will be billed to us at cost.
The foregoing description of the Professional Services Agreement does not purport to be complete and is qualified in its entirety by reference to
the Professional Services Agreement, which is attached hereto as Exhibit 99.1, and which is incorporated herein by reference.
Pursuant to Form 8-K, General Instructions F, registrant hereby incorporates by reference the press releases attached hereto as Exhibit 99.2,
99.3, 99.4, 99.5 and 99.6.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description of Exhibit
99.1 Professional Services Agreement among LarsonAllen LLP and Affinity Gold Corp., dated April 1, 2010.
99.2 News release dated February 26, 2010
99.3 News release date March 9, 2010
99.4 News release dated May 26, 2010
99.5 News release dated June 4, 2010
99.6 News release dated June 17, 2010

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
Date: June 17, 2010

AFFINITY GOLD CORP.
By: /s/ Corey Sandberg

Name: Corey Sandberg
Title: President and Director
809 Meander Court, Medina, MN 55340
Office (763) 557-4954
Fax (763) 557-5834
www.larsonallen.com
Mr. Corey J. Sandberg, Treasurer and Director

Affinity Gold Corporation
7950 Main Street, Suite 217
Dear Cory:
LarsonAllen LLP (LarsonAllen) is pleased to present this proposal to assist Affinity Gold Corporation (Affinity Gold) in performing the
following tasks to help your organization meet your objectives.
SERVICES:
Outsourced CFO and Controller Services

Compile monthly financial statements
Draft Form 10Q and 10K for the various quarter end SEC filing requirements
Provide periodic financial and management reports, as requested
Prepare and/or review various monthly and quarterly account reconciliations
Other services
Manage audit prep process
Prepare information for tax filing, as requested
Process and procedure (including consolidation) evaluation and recommendation (SOX 404 work will be completed under a
separate engagement letter)
Assist management in establishing key performance indicators, as requested
Other advisory services specifically requested by authorized Affinity Gold personnel
SCOPE AND APPROACH:
Related to Compiling the Monthly Financial Statements, the following will be our responsibility under professional standards:
1. We will compile the month-end Balance Sheet and the related Statements of Operations and Changes in Shareholder Equity and Cash
Flows for Affinity Gold. (a corporation) for each month starting from December 2009 forward. We will compile the financial statements
and issue an accountants report thereon in accordance with Statements on Standards for Accounting and Review Services issued by the
American Institute of Certified Public Accountants. The objective of a compilation is to present in the form of financial statements,
information that is the representation of management without undertaking to express any assurance on the financial statements.
A compilation differs significantly from a review or an audit of financial statements. A compilation does not contemplate performing
inquiry, analytical procedures, or other procedures performed in a review. Additionally, a compilation does not contemplate obtaining an
understanding of the entitys internal control; assessing fraud risk; tests of accounting records by obtaining sufficient appropriate audit
evidence through inspection, observation, confirmation, or the examination of source documents (for example, cancelled checks or bank
images); or other procedures ordinarily performed in an audit. Therefore, a compilation does not provide a basis for expressing any level of
assurance on the financial statements being compiled.
Management has elected to omit substantially all of the disclosures (footnotes) required by generally accepted accounting principles. If the
omitted disclosures were included in the financial statements, they might influence the users conclusions about the Companys financial
position, results of operations, and cash flows. Accordingly, the financial statements we compile are not designed for those who are not
informed about such matters. If, for any reason, we are unable to complete the compilation of your financial statements, we will not issue
a report on such statements.
Office (763) 557-4954
Fax (763) 557-5834
www.larsonallen.com
2. The other data accompanying the financial statements is presented only for supplementary analysis purposes and will be compiled
from information that is the representation of management, without audit or review. We do not express an opinion or any other form
of assurance on such data.
You are responsible for making all management decisions and performing all management functions as well as evaluating the adequacy and
results of the services performed and accepting responsibility for such services. You are responsible for establishing and maintaining internal
control, including monitoring ongoing activities.
Our engagement cannot be relied upon to disclose fraud, or illegal acts that may exist. However, we will inform the appropriate level of
management of any material errors and of any evidence or information that comes to our attention during the performance of our compilation
procedures that fraud may have occurred. In addition, we will report to you any evidence or information that comes to our attention during the
performance of our compilation procedures regarding illegal acts that may have occurred, unless they are clearly inconsequential.
We are not independent with respect to Affinity Gold.
Don Frank is the engagement principal and is responsible for this engagement.
Limitation of remedies
Our role is strictly limited to the engagement described in this letter, and we offer no assurance as to the results or ultimate outcomes of this
engagement or of any decisions that you may make based upon our communications with, or our reports to you. Your company will be solely
responsible for making all decisions concerning the contents of our communications and reports, for the adoption of any plans and for
implementing any plans you may develop, including any that we may discuss with you.
You agree that it is appropriate to limit the liability of LarsonAllen LLP (LarsonAllen), its principals, directors, officers, employees and agents
(we or us) and that this limitation of remedies provision is governed by the laws of the state of Minnesota without giving effect to choice of
law principles.
You further agree that you will not hold us liable for any claim, cost or damage, whether based on warranty, tort, contract or other law, arising
from or related to this agreement, the services provided under this agreement, the work product, or for any plans, actions or results of this
engagement, except to the extent authorized by this agreement. In no event shall we be liable to you for any indirect, special, incidental,
consequential, punitive or exemplary damages, or for loss of profits or loss of goodwill, costs or attorneys fees.
The exclusive remedy available to you shall be the right to pursue claims for actual damages that are directly caused by acts or omissions that
are breaches by us of our duties under this agreement, but any recovery on any such claims, including any costs and attorneys fees incurred in
pursuing them, shall not exceed the fees actually paid under this agreement by you to LarsonAllen. No action arising out of the services under
this agreement may be brought by either party more than one year after the date of the last services under this agreement.
FEES AND TERMS:
The fees will be billed as follows:
Controller services performed by a senior level person $ 85 per hour

CFO and Controller services performed by Bryan Hamilton $ 125 per hour
CFO services performed by QA or Don Frank $ 200 per hour
Office (763) 557-4954
Fax (763) 557-5834
www.larsonallen.com
The per-hour charge above reflects all costs for services performed by LarsonAllen employees. Out of pocket expenses such as out of town
travel, meals and lodging will be billed at cost and are not included in the fee estimate. These rates are guaranteed through October 31, 2010.
At this time, it is difficult to determine the time necessary to complete the work as defined above. We normally estimate between 30-40 hours
per quarter for the 10Q work, but this is completely dependent of the condition of the information that is provided by Affinity Gold. This
engagement also includes many other services as discussed with the company management. We will communicate to you as the work is being
completed so you have an estimate of our time.
This agreement will automatically renew for one year from the rate guarantee expiration date unless it is cancelled in writing at least 30 days
prior to expiration date or is changed by the mutual signing of an amendment. Work could begin under this agreement the week of March 8,
2010. We will require an advance payment of $5,000 prior to commencement of the services.
Term of payment for consulting services is net 10 days . Amounts unpaid after 30 days from invoice date will be charged a service fee of
1.5% per month. In addition, in the event action is instituted to collect any portion of an amount owed by Affinity Gold to LarsonAllen,
Affinity Gold agrees to pay such additional sums as reasonable, including attorney's fees.
SERVICE SATISFACTION :
Our work is intended to meet the satisfaction of the customer. If you are not completely satisfied with the services performed by LarsonAllen,
we will take reasonable corrective action to satisfy you, and then if you are not completely satisfied we will accept portion of said price that
reflects Affinity Gold level of satisfaction. Upon payment of your invoice, we will assume you have been satisfied with our work and our
service level will have been fulfilled.
This agreement can be terminated by either party with a 30-day notice. Upon termination of this agreement and timely payment by Affinity
Gold of the final billings, all of Affinity Gold property in our possession will be turned over to you in a timely manner.
OTHER:
LarsonAllen will not disclose any confidential, proprietary or privileged information of Affinity Gold to any persons without the authorization
of Affinity Gold management.
This is also to confirm that we will be responsible for our own property & casualty, general liability, and workers compensation insurance,
taxes, professional training and other personal costs related to the operation of our business. During a portion of our work, we may require the
use of one of the company's computers. We will try to give you advance notice and coordinate our use so it does not interfere with Affinity
Gold employees.
A portion of this engagement is designed to apply procedures that will assure the financial records of the company are materially correct at the
end of each quarter. Accounting standards and procedures will be suggested and applied that are consistent with those normally utilized in a
company of your size and nature. Certain internal controls will be recommended as they relate to the safeguard of company assets. To the
extent that internal control recommendations are not implemented, and as a result, fraud occurs which is initiated by Affinity Gold employees
or other third party employee Affinity Gold insurance will be responsible for covering any losses.
Affinity Gold agrees that LarsonAllen will not be assuming any fiduciary responsibility on behalf of Affinity Gold during the course of this
engagement.
Office (763) 557-4954
Fax (763) 557-5834
www.larsonallen.com
In the event that a LarsonAllen employee is solicited to work in a position as an employee of Affinity Gold and in the event that the
LarsonAllen employee accepts the position of employment with Affinity Gold the following conditions will apply:
1) LarsonAllen will require a 4-week notice period subsequent to employees proper written notice to LarsonAllen
AND
2) Affinity Gold will be required to pay an employment fee of $35,000 for the Controller/CFO and $20,000 for the staff accountant
to LarsonAllen immediately upon this notice.
If any former LarsonAllen employee shall be hired as an employee within 60 days of leaving LarsonAllen, there shall be a refutable
presumption that the LarsonAllen employee was solicited to work as an employee of Affinity Gold and the above fee shall be payable to
LarsonAllen.
If you agree that the above adequately sets forth Affinity Golds understanding of our mutual responsibilities, please authorize this Agreement
and return it to our office. A copy is provided for your records.
We would like to take this opportunity to express our appreciation for the opportunity to serve you.
Very Truly Yours,
BY: /s/ Donald D. Frank

Don Frank, Principal, LarsonAllen LLP
Agreed to and accepted:
BY: /s/ Corey J. Sandberg DATE: April 1, 2010
Corey Sandberg, Affinity Gold Corporation
ADDRESS: 7950 MAIN STR., SUITE 217, MAPLE GROVE, MN 55369
EMAIL: csandberg@affinitygold.com
PHONE: 612-987-3500
FAX: 763-420-5092
AFFINITY GOLD CORP.
7950 Main Street, Suite #217
Maple Gove, MN 55369
Symbol: AFYG - OTCBB

February 26, 2010
NEWS RELEASE
MESSAGE FROM AFFINITY GOLDS NEWLY APPOINTED CEO
Maple Grove, Minnesota February 26, 2010 Affinity Gold Corp. (OTC-BB: AFYG) (Affinity or the Company) releases message
from newly appointed CEO, Paul Antoniazzi, detailing plans for moving the Company forward to become a producing junior mining company
with a diversified portfolio of production and exploration assets.
Message from Paul Antoniazzi:
Im very excited to have been appointed by the board as the new CEO of Affinity Gold Corp. and been given the privilege to lead the Company
into becoming a producing junior mining company.
In my first six months as CEO there are a number of key objectives Im committed to see accomplished which the management team and I are
diligently working towards. Our top three objectives at this point are to:
1. Secure USD$750,000.00 which is expected to be allocated towards establishing initial production operations on our flagship site.
2. Recruit the necessary management and operational personnel with the right credentials, experience and proven track record.
3. Put our project into production in the second quarter of 2010.
If the Company is successful in securing $750,000.00 of financing, such funds are expected to enable the Company to put its current project
into an economically viable scale of production at which time it will no longer be just an exploration company. Production revenues are
anticipated to sufficiently cover the Companys operational and administrative costs and provide a modest level of capital to be reinvested into
increasing production levels.
With existing cash on hand along with funds from the anticipated equity financing, the management team and I have begun making plans for
on-site preparations to commence towards the beginning of the second quarter of this year. I have instructed our team in Peru to begin locating
the necessary equipment to be acquired in the coming months as part of our plans for ramping up production later on. Its critical that we plan
and coordinate early on with equipment suppliers due to the amount of time and associated logistical challenges involved with mobilizing
equipment for delivery into the Amazonian River Basin.
I am pleased to say I firmly believe we are in the home stretch towards beginning gold production. The management team has worked very
diligently to get the project to this stage and its exciting to finally believe we have a revenue-generating mine in sight.
Affinity Gold believes it is well positioned to pursue building a competitive producer in the worlds 6th largest gold producing nation that
include the likes of Barrick Gold and Newmont Mining
Sincerely,
Paul Antoniazzi
CEO & Director
Affinity Gold Corp.
The Qualified Person for the flagship property in Peru is Mr. Robert Laakso, P.Eng., of Holland Landing, Ontario, and he has reviewed the
contents of this release.
About Affinity Gold Corp.:

Affinity Gold Corp. is a mineral exploration and development company engaged in the acquisition, exploration and development of gold
mineralization properties internationally. Affinity Gold Corp.s current primary focus is gold exploration in Peru.
Through its 99.99% owned subsidiary AMR Project Peru, S.A.C., Affinity Gold Corp. is the owner of the mining concession title named
AMR Project covering 500 hectares and the mining concession certificate as evidenced by Certificate No. 7996-2006-INACC-UADA
granted to AMR by the Republic of Peru, National Institute of Concessions and Mining Cadastre on December 11, 2006 (the Mining
Concession Rights ).
www.affinitygold.com
CONTACT: Affinity Gold Corp., +1-763-424-4754, info@affinitygold.com
For further information please refer to the Companys filings with the SEC on EDGAR available at www.sec.gov
FORWARD-LOOKING STATEMENTS
This news release may include "forward-looking statements" regarding Affinity Gold Corp., and its subsidiaries, business and project plans.
Such forward-looking statements are within the meaning of Section 27A of the Securities Act of 1933, as amended, and section 21E of the
United States Securities and Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor created by such sections.
Where Affinity Gold Corp. expresses or implies an expectation or belief as to future events or results, such expectation or belief is believed to
have a reasonable basis. However, forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual
results to differ materially from future results expressed, projected or implied by such forward-looking statements. Affinity Gold Corp. does
not undertake any obligation to update any forward-looking statement, except as required under applicable law.
AFFINITY GOLD CORP.

March 9, 2010
NEWS RELEASE
AFFINITY GOLD CORP. CLOSES FINANCING
Maple Grove, Minnesota, March 9, 2010 Affinity Gold Corp. (OTC-BB: AFYG) (Affinity or the Company) is pleased to announce it
has received USD $245,000 in the form of a private placement at a price of $1.00 per share from an existing long-standing shareholder. These
funds represent substantial progress against raising the anticipated USD $750,000 needed to purchase the necessary equipment and supplies the
Company requires to begin small-scale production operations.
Paul Antoniazzi, CEO of Affinity Gold, said, we are very pleased we have been able to raise this $245,000 and extremely grateful for the
continued support from our existing shareholders and their belief in our project. It is a testament to the value of our flagship project in Peru.
The Company released its NI43-101 technical report in November of last year and is available for download at http://www.affinitygold.com
About Affinity Gold Corp.

Concession Rights ), which Mining Concession Rights are located in the Inambari River Basin on the flat plains region at an altitude greater
than 1500 and accessible by land and air, in the District of Ayapata, Province of Carabaya, Department of Puno, Peru.
For further information please refer to the Companys filings with the SEC on EDGAR available at www.sec.gov.
FORWARD-LOOKING STATEMENTS This news release may include "forward-looking statements" regarding Affinity Gold Corp., and its
subsidiaries, business and project plans. Such forward-looking statements are within the meaning of Section 27A of the Securities Act of 1933,
as amended, and section 21E of the United States Securities and Exchange Act of 1934, as amended, and are intended to be covered by the safe
harbor created by such sections. Where Affinity Gold Corp. expresses or implies an expectation or belief as to future events or results, such
expectation or belief is believed to have a reasonable basis. However, forward-looking statements are subject to risks, uncertainties and other
factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking
statements. Affinity Gold Corp. does not undertake any obligation to update any forward-looking statement, except as required under
applicable law.
AFFINITY GOLD CORP.

May 26, 2010
NEWS RELEASE
AFFINITY GOLD CORP. CORPORATE UPDATE
Maple Grove, Minnesota May 26, 2010 Affinity Gold Corp. (OTC-BB: AFYG) (Affinity or the Company) provides a corporate
update on flagship project.
The Company continues to be optimistic in putting its flagship project into production once all the required funds are raised, equipment secured
and environmental requirements are met and maintained.
The Company continues to work towards raising the remainder of the $750,000 it previously stated it requires to move forward. The
Companys CEO, Paul Antoniazzi states, Im pleased to have raised the initial $245,000 through a private placement with an existing
shareholder however the current circumstances and environment continue to present a challenge in raising the remaining funds needed.
The Company will continue to work hard towards achieving its objectives in spite of the challenging environment for raising capital. The
capital raised will primarily go towards securing the necessary equipment and other resources to begin initial small-scale production. In
addition, the Company continues to work with the appropriate regulators and local authorities to ensure proper understanding of, and
compliance with the, environmental impact requirements and procedures.
CEO Paul Antoniazzi goes on to state we still believe that being in gold exploration and production are the places to be focused on with gold
prices still expected to remain strong.

AFFINITY GOLD CORP.
June 4 th , 2010
NEWS RELEASE
AFFINITY GOLD CORP. ANNOUNCES CEO RESIGNATION
Maple Grove, Minnesota June 4 th , 2010 Affinity Gold Corp. (OTC-BB:AFYG) (the Company) announced today that Paul Antoniazzi,
CEO and Director for Affinity Gold Corp., has resigned from such positions with the Company effective today to pursue other opportunities.
Antonio Rotundo, President and CFO, stated, "Paul has been a key person on the team from the beginning as he has brought a wealth of
industry experience. On behalf of the Board and management, we extend our gratitude to Paul for his contributions to the Company and wish
him the best.
Mr. Antoniazzi stated I believe the flagship project to be a great project with tremendous potential and look forward to seeing the Company
succeed. I will continue to offer my full support as needed.
Mr. Antoniazzi has agreed to be made available to the Company as required to ensure a smooth transition of the projects.

www.affini tygold.com
AFFINITY GOLD CORP.
Symbol: AFYG - Pinksheets

June 17, 2010
NEWS RELEASE
AFFINITY GOLD CORP. PROVIDES UPDATE REGARDING SUBSIDIARYS CHANGE IN

MINING PRODUCER CLASSIFICATION
Maple Grove, Minnesota June 17, 2010 Affinity Gold Corp. (AFYG.pk) (Affinity or the Company) provides update regarding its
Peruvian subsidiarys change in mining classification and resulting impact on production plans of its flagship project.
As legally required, and a prerequisite to the upcoming renewal of the flagship projects concession rights, the Companys subsidiary, AMR
Project Peru, S.A.C. (AMR) has filed with the Central Authorities in Lima, Peru, notification of its ownership of 99.9% by a US Corporation
(Affinity Gold Corp.) which will subsequently change AMRs mining producer classification. Due to AMR being owned by a corporation, it
will no longer qualify for the mining producer classification known as a Pequeo Productor Minero (PPM), also referred to as a Small-
scale Mining Producer, under what is referred to as the Exceptional Regime. Going forward, AMR will be subject to the regulatory rules
under the General Regime according to the Peruvian General Mining Law.
AMRs current classification under the Exceptional Regime as a Pequeo Productor Minero (PPM), a Small-Scale Mining Producer,
allows for lower concession maintenance fee structure. In addition, under the Exceptional Regime, the review and approval process for the
Environment Impact Assessment (EIA) issuance occurs with the Regional Authorities. AMRs new classification under the General Regime
mandates that the EIA review and approval process occur with the Central Authorities in Lima.
The review of the EIA by the Central Authority, which is a process likely to require an additional four to six months to complete must occur
prior to commencing production, which the company expects to commence production approximately nine (9) to twelve (12) months from
now.
Antonio Rotundo, President and CFO, commented, in spite of this additional setback this doesnt change what we know about our asset. We
will continue to move forward in the development of our project.
About Affinity Gold Corp.: Affinity Gold Corp. is a mineral exploration and development company engaged in the acquisition, exploration
and development of gold mineralization properties internationally. Affinity Gold Corp.s current primary focus is gold exploration in Peru.
AMR Project covering 500 hectares and the mining concession certificate as evidenced by Resolution No.4631-2006-INACC/J granted to
AMR by the Republic of Peru, National Institute of Concessions and Mining Cadastre on October 25, 2006 (the Mining Concession Rights ),
now named as Mining Geological and Metallurgical Institute of Per (INGEMMET).

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AFFINITY GOLD CORP.

Filed 06/18/10 for the Period Ending 03/24/10

Address 50 WEST LIBERTY STREET SUITE 880

Date of Report (Date of earliest event reported): March 24, 2010

AFFINITY GOLD CORP.

Commission File Number 333-142890

7950 Main Street, Suite 217

Registrants telephone number, including area code: 763-424-4754

Item 3.02 Unregistered Sale of Equity Securities

Name Number of Stock Options

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Item 8.01 Other Events

Outsourced CFO and Controller Services

Other advisory services specifically requested by authorized Affinity Gold personnel.

Controller services performed by senior level person $85 per hour

Exhibit No. Description of Exhibit

99.2 News release dated February 26, 2010

99.3 News release date March 9, 2010

99.4 News release dated May 26, 2010

99.5 News release dated June 4, 2010

99.6 News release dated June 17, 2010

Date: June 17, 2010

By: /s/ Corey Sandberg

Mr. Corey J. Sandberg, Treasurer and Director

Outsourced CFO and Controller Services

Other advisory services specifically requested by authorized Affinity Gold personnel

SCOPE AND APPROACH:

We are not independent with respect to Affinity Gold.

FEES AND TERMS:

The fees will be billed as follows:

Controller services performed by a senior level person $ 85 per hour

Very Truly Yours,

BY: /s/ Donald D. Frank

Agreed to and accepted:

BY: /s/ Corey J. Sandberg DATE: April 1, 2010

Corey Sandberg, Affinity Gold Corporation

ADDRESS: 7950 MAIN STR., SUITE 217, MAPLE GROVE, MN 55369

Symbol: AFYG - OTCBB

Message from Paul Antoniazzi:

3. Put our project into production in the second quarter of 2010.

About Affinity Gold Corp.:

CONTACT: Affinity Gold Corp., +1-763-424-4754, info@affinitygold.com

Symbol: AFYG - OTCBB

AFFINITY GOLD CORP. CLOSES FINANCING

About Affinity Gold Corp.

CONTACT: Affinity Gold Corp., +1-763-424-4754, info@affinitygold.com

Symbol: AFYG - OTCBB

AFFINITY GOLD CORP. CORPORATE UPDATE

About Affinity Gold Corp.:

CONTACT: Affinity Gold Corp., +1-763-424-4754, info@affinitygold.com

Symbol: AFYG - OTCBB

About Affinity Gold Corp.:

CONTACT: Affinity Gold Corp., +1-763-424-4754, info@affinitygold.com

Symbol: AFYG - Pinksheets

AFFINITY GOLD CORP. PROVIDES UPDATE REGARDING SUBSIDIARYS CHANGE IN

CONTACT: Affinity Gold Corp., +1-763-424-4754, info@affinitygold.com

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