McEwen Inc. — Director's Dealing 2012

Feb 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: McEwen Mining Inc. (MUX)
CIK: 0000314203
Period of Report: 2012-02-01

Reporting Person: AMBROSE ALLEN V (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-01	Common Stock	M	634500	$3.35	Acquired	634500	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-01	Exchangeable Shares	$	S	3950	Disposed		Common Stock (3950)	Direct
2012-02-01	Exchangeable Shares	$	S	1200	Disposed		Common Stock (1200)	Direct
2012-02-01	Exchangeable Shares	$	S	14300	Disposed		Common Stock (14300)	Direct
2012-02-01	Exchangeable Shares	$	S	10000	Disposed		Common Stock (10000)	Direct
2012-02-01	Exchangeable Shares	$	S	43800	Disposed		Common Stock (43800)	Direct
2012-02-01	Stock Option-Right to Buy	$	M	634500	Disposed	2012-02-09	Common Stock (634500)	Direct
2012-02-02	Exchangeable shares	$	S	27000	Disposed		Common stock (27000)	Direct
2012-02-02	Exchangeable shares	$	S	1300	Disposed		Common stock (1300)	Direct
2012-02-02	Exchangeable shares	$	S	3700	Disposed		Common stock (3700)	Direct
2012-02-02	Exchangeable shares	$	S	4800	Disposed		Common stock (4800)	Direct
2012-02-02	Exchangeable shares	$	S	30000	Disposed		Common stock (30000)	Direct
2012-02-02	Exchangeable shares	$	S	1600	Disposed		Common stock (1600)	Direct
2012-02-02	Exchangeable shares	$	S	71200	Disposed		Common stock (71200)	Direct
2012-02-02	Exchangeable shares	$	S	57	Disposed		Common stock (57)	Direct

Footnotes

F1: The exchangeable shares are convertible into common stock of McEwen Mining Inc. (the "Company") on a one-for-one basis at any time.

F2: Exchangeable Shares may be converted into Common Stock (i) upon certain changes in Canadian tax law, (ii) upon a liquidation, dissolution or winding up of McEwen Mining-Minera Andes Acquisition Corp. ("Exchangeco"), or (iii) upon a liquidation of the Company. Exchangeco may accelerate redemption in the event that: (A) fewer than 5% of the Exchangeable Shares are outstanding; (B)(1) the Company undergoes a change of control or a change of control is approved, (2) the shareholders of the Company approve a liquidation of the Company or (3) the Company disposes of substantially all of its assets and it is not reasonably practicable to substantially replicate the Exchangeable Shares; or (C) certain voting events are proposed that affect the substantial equivalence of Exchangeable Shares and Common Stock.

F3: The option may be exercised at the price of $1.51 CAD per 0.45 shares of common stock or $3.35 CAD per share.