Uranium One Mining Corp.CSE: UUU

Uranium One Announces Financial Results for Q1 2008 and Record Uranium Production

· Issued by Uranium One Mining Corp. via CNW

Trading Symbols: UUU - Toronto Stock Exchange, JSE Limited (Johannesburg

Stock Exchange)

TORONTO, ON and JOHANNESBURG, South Africa, May 14 /CNW/ - Uranium One Inc. ("Uranium One") today reported unaudited financial results for the three months ended March 31, 2008. All figures are in US dollars unless otherwise indicated.

Highlights:

-  The Corporation produced on an attributable basis 618,900 pounds
   U(3)O(8), an increase of 27% over Q1 2007
-  Revenues of $22.5 million from the sale of 283,300 pounds U(3)O(8),
   representing an average realized price of $79 per pound U(3)O(8)
-  For sale inventory increased by 137,600 pounds U(3)O(8)
-  Earnings from mine operations of $16.3 million
-  Cash cost per pound sold from Akdala of $12 per pound(1)
-  Partial sale of Aflease Gold shares closed in April for proceeds of
   $41 million

Jean Nortier, Interim CEO of Uranium One commented:

"During the first quarter of 2008, Akdala Uranium Mine remained a steady, low cost operation for the Company and South Inkai continued to exceed our production expectations. At our Dominion Project in South Africa we continued to make progress with new mining areas becoming available, which will pave the way for improved grades and higher production of underground ore as the year progresses. We are looking forward to initial production from our Kharasan project in Kazakhstan."

Financial Review

During Q1 2008 the Company sold 283,300 pounds of U(3)O(8) at an average realized price of $79 per pound resulting in revenue from uranium sales of $22.5 million, compared to Q1 2007 sales of 605,200 pounds of U(3)O(8) at an average realized price of $69 per pound resulting in revenue of $41.7 million. Lower sales volumes in Q1 2008 compared to Q1 2007 were partially offset by a higher realized U(3)O(8) price. During Q1 2008 for sale inventory increased by 137,600 pounds U(3)O(8) as more U(3)O(8) was produced than sold during the quarter.

Earnings from mine operations during the first quarter of 2008 were $16.3 million, compared to $29.8 million in the first quarter of 2007. The lower earnings from mine operations during the first quarter of 2008 compared to the first quarter of 2007 are due to lower sales volumes during Q1 2008.

The net loss from continuing operations for Q1 2008 was $10.3 million, or $0.02 per basic and diluted share compared to net income from continuing operations for Q1 2007 of $8.0 million, or $0.04 per basic and diluted share.

Cash flow from operating activities for Q1 2008 was $43.3 million compared to $51.4 million during the same period one year ago.

Consolidated cash and cash equivalents were $160.2 million as at March 31, 2008 compared to $159.6 million at December 31, 2007.

Net loss for Q1 2008 was $114.9 million, or $0.24 per basic and diluted share.

Operations Review

Akdala Uranium Mine (70%), Kazakhstan

In line with the production plan for 2008, Akdala produced 616,400 pounds of U(3)O(8) (237 tonnes U) of which 431,500 pounds of U(3)O(8) (166 tonnes U) was attributable to Uranium One during Q1 2008. The average cash operating cost per pound of U(3)O(8) sold was $12 during Q1 2008. The construction of a precipitation and filtration circuit was completed in Q1 2008 and the commissioning process of the circuit commenced during the quarter. It is expected that the circuit will be fully operational during Q2 2008. The filtration and precipitation circuit will enable Akdala to produce yellowcake on site, reducing its dependency on external processing facilities, decreasing transport lead times and reducing costs.

Projects Review

South Inkai Uranium Project (70%), Kazakhstan

Pre-commercial production from South Inkai in Q1 2008 was 206,400 pounds of U(3)O(8) (79 tonnes U) of which 144,500 pounds of U(3)O(8) (55 tonnes U) is attributable to the Corporation. South Inkai produced approximately 156,000 pounds of U(3)O(8) in April 2008 and is currently producing at a rate of approximately 5,200 pounds of U(3)O(8) per day. South Inkai is not currently permitted to produce more than 780,000 pounds of U(3)O(8) (300 tonnes U) per year under the existing pilot production licence. An Industrial Production Licence for South Inkai is expected to be received in the first half of 2009.

Kharasan Uranium Project (30%), Kazakhstan

Acidification of the first well field at Kharasan commenced in March 2008. The delineation program to convert a sufficient amount of resources from the Russian C2 category to the Russian C1 category is ongoing and 20 drill holes were completed in Q1 2008. During Q1 2008, 30 of the required 44 wells for the pilot test program to prove the productivity of the well fields were completed. The portion of the plant required for pilot production is expected to be completed in 2008 and was 90% complete as at March 31, 2008. The Corporation expects to receive an Industrial Production Licence for Kharasan in the first half of 2009.

Dominion Uranium Project (100%), South Africa

During Q1 2008 pre-commercial production from the Dominion Uranium Project was less than expected at 42,900 pounds of U(3)O(8) and 1,200 ounces of gold. During April 2008, the blasted grade, based on underground face sampling, improved from the Q1 2008 average value of 0.361 kg/tonne to 0.555 kg/tonne. With new mining areas becoming available, the in-situ grades currently mined have increased as anticipated. This has resulted in an increase in the blasted grades realized. The current focus is to achieve a mill feed grade that is in line with the blasted grade.

The uranium plant is operating in line with recovery expectations. Throughput for Q1 2008 was approximately 69,000 tonnes from underground and 170,000 tonnes from surface tailings material. Total plant recoveries are estimated to be 67% at present. Based on current head grades and residues, the estimated U(3)O(8) recovery from underground material is 77% and that from surface tailing material is 49%.

Hobson and La Palangana (99%), United States

The processing plant is currently being refurbished to a capacity of approximately 1,000,000 pounds of U(3)O(8) per year. The refurbishment and construction activity at the Hobson Facility remains on schedule for completion in Q2 2008. The schedule for initial production of U(3)O(8) is directly tied to the licencing and development of La Palangana Uranium Project, and is expected to take place by the end of 2008.

Wyoming ISR Projects (100%), United States

The NRC's technical review of the application to build and operate an in situ uranium recovery facility at the Moore Ranch Project in the Powder River Basin is currently in progress and Uranium One expects to receive the permit during 2009. Other Powder River Basin properties where delineation drilling and environmental data collection for permitting purposes is ongoing include the Ludeman, Allemand-Ross and Peterson projects.

An extensive delineation drilling program was concluded at our JAB property in the Great Divide Basin during 2007 and the Company anticipates submitting an application to the NRC for a licence to construct and operate an in situ uranium recovery facility for JAB in Q2 2008. Uranium One also expects to submit an application to the NRC for a licence to construct and operate an in situ uranium recovery facility for the Antelope property in the Great Divide Basin during Q2 2008.

Honeymoon Uranium Project (100%), Australia

The Corporation remains focused on operating and developing its core uranium properties in Kazakhstan, South Africa and the United States, where approximately 93% of the Corporation's assets are located. The Corporation has decided to suspend development activities at Honeymoon to allow for evaluation of corporate development opportunities for the Project.

This news release should be read in conjunction with Uranium One's first quarter 2008 Management Discussion and Analysis filed with SEDAR and available on our website, www.uranium1.com, in the "Investors" section under "Quarterly Reports".

Conference Call Details

Uranium One will be hosting a conference call and webcast to discuss the first quarter 2008 results May 15 starting at 10:00 a.m. (Eastern Standard time). Participants may join the call by dialling toll free 1-800-588-4490 or 1-416-915-5762 for calls from outside Canada and the United States. A live webcast of the call will be available through CNW Group's website at: www.newswire.ca/webcast

A recording of the conference call will be available for replay for one week beginning at approximately 1:00 p.m. on May 15, 2008 by dialling toll free 1-877-289-8525 or 1-416-640-1917 for calls outside Canada and the United States. The pass code for the replay is 21271605. A replay of the webcast will be available on our website at www.uranium1.com

About Uranium One

Uranium One Inc. is a Canadian-based uranium producing company with a primary listing on the Toronto Stock Exchange and a secondary listing on the JSE Limited (the Johannesburg stock exchange). The Corporation owns 70% of the operating Akdala Uranium Mine in Kazakhstan and is also developing the South Inkai and Kharasan Uranium Projects in Kazakhstan. Uranium One owns the Dominion Uranium Project in South Africa, as well as the Honeymoon Uranium Project in South Australia. In the United States, Uranium One has extensive property holdings in Wyoming, Texas, Utah and New Mexico, including the Shootaring Canyon Mill and the Hobson ISR facility. Uranium One is also engaged in uranium exploration activities in the United States, the Athabasca Basin of Saskatchewan, South Africa and Australia.

(1) Uranium One has included non-GAAP performance measures: sales per
    pound U(3)O(8) and cash cost per pound of U(3)O(8) sold. The
    Corporation reports total cash costs on a sales basis. In the uranium
    mining industry, these are common performance measures but do not
    have any standardized meaning, and are non-GAAP measures. The
    Corporation believes that, in addition to conventional measures
    prepared in accordance with GAAP, the Corporation and certain
    investors use this information to evaluate the Corporation's
    performance and ability to generate cash flow. Accordingly, it is
    intended to provide additional information and should not be
    considered in isolation or as a substitute for measures of
    performance prepared in accordance with GAAP.

Cautionary Statement

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. Forward-looking statements: This press release contains certain forward-looking statements. Forward-looking statements include but are not limited to those with respect to the price of uranium and gold, the estimation of mineral resources and reserves, the realization of mineral reserve estimates, the timing and amount of estimated future production, costs of production, capital expenditures, costs and timing of the development of new deposits, success of exploration activities, permitting time lines, currency fluctuations, requirements for additional capital, government regulation of mining operations, environmental risks, unanticipated reclamation expenses, title disputes or claims and limitations on insurance coverage and the timing and possible outcome of pending litigation. In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes" or variations of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Uranium One to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others, the actual results of current exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, possible variations in grade and ore densities or recovery rates, failure of plant, equipment or processes to operate as anticipated, accidents, labour disputes or other risks of the mining industry, delays in obtaining government approvals or financing or in completion of development or construction activities, risks relating to the integration of acquisitions, to international operations, to prices of uranium and gold as well as those factors referred to in the section entitled "Risk factors" in Uranium One's Annual Information Form for the year ended December 31, 2007, which is available on SEDAR at www.sedar.com, and which should be reviewed in conjunction with this document. Although Uranium One has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Uranium One expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.

For further information about Uranium One, please visit www.uranium1.com

                          Uranium One Inc.

                Management's Discussion and Analysis

Set out below is a review of the activities, results of operations and financial condition of Uranium One Inc. ("Uranium One") and its subsidiaries (collectively, the "Corporation") for the three months ended March 31, 2008, together with certain trends and factors that are expected to impact the rest of its 2008 financial year. Information herein is presented as of May 13, 2008 and should be read in conjunction with the interim consolidated financial statements of the Corporation for the three months ended March 31, 2008 and the notes thereto, on file with the Canadian provincial securities regulatory authorities (referred to herein as the "consolidated financial statements"). The Corporation's consolidated financial statements and the financial data set out below have been prepared in accordance with Canadian generally accepted accounting principles ("GAAP"). All amounts are in US dollars and tabular amounts are in thousands, except where otherwise indicated. Canadian dollars are referred to herein as C$. South African rand are referred to herein as ZAR.

Uranium One completed a business combination with UrAsia Energy Limited ("UrAsia Energy") on April 20, 2007. The transaction was treated as a reverse take-over under GAAP, with UrAsia Energy identified as the acquirer and Uranium One as the acquiree. Consequently, the comparative figures used herein are those for the three months ended March 31, 2007 of UrAsia Energy. References herein to "Q1 2007" and "Q1 2008" refer to the three months ended March 31, 2007 and the three months ended March 31, 2008, respectively.

The common shares of Uranium One are listed on the Toronto and Johannesburg stock exchanges ("TSX" and "JSE", respectively). Uranium One's convertible unsecured subordinated debentures due December 31, 2011 are also listed on the TSX.

Additional information about the Corporation and its business and operations can be found in its continuous disclosure documents. These documents are available under the Corporation's profile at www.sedar.com.

This Management's Discussion and Analysis includes certain forward- looking statements. Please refer to "Forward-Looking Statements".

Key statistics
                                                      Q1 2008    Q1 2007
-------------------------------------------------------------------------
Attributable production (lbs of U(3)O(8))(1)          431,500    488,000
Attributable sales (lbs of U(3)O(8))(1)               283,300    605,200
Average sales price achieved ($ per lb
 of U(3)O(8))(2)                                           79         69
Average cash cost of production sold ($ per lb
 of U(3)O(8))(2)                                           12         12
Revenues ($ millions)                                    22.5       41.7
Earnings from mine operations ($ millions)               16.3       29.8
Net (loss)/earnings from continuing operations
 ($ millions)                                           (10.3)       8.0
(Loss)/earnings per share from continuing
 operations - basic and diluted ($ per share)           (0.02)      0.04
Net loss from discontinued operations ($ millions)     (104.6)         -
Loss per share from discontinued operations -
 basic and diluted ($ per share)                        (0.22)         -

(1) Attributable production and sales are from assets that are in
    commercial production - currently only Akdala.
(2) The Corporation has included non-GAAP performance measures: sales per
    pound of U(3)O(8) and cost per pound of U(3)O(8) sold. The
    Corporation reports total cash costs on a sales basis. In the uranium
    mining industry, these are common performance measures but do not
    have any standardized meaning, and are non-GAAP measures. The
    Corporation believes that, in addition to conventional measures
    prepared in accordance with GAAP, the Corporation and certain
    investors use this information to evaluate the Corporation's
    performance and ability to generate cash flow. The additional
    information provided herein should not be considered in isolation or
    as a substitute for measures of performance prepared in accordance
    with GAAP. See Non-GAAP Measures.

Highlights

Operations

  -  Production from Akdala continued at expected rates of throughput and
     grade with total production for the quarter of 616,400 pounds of
     U(3)O(8).

Projects

  -  At South Inkai, the completion of the production complex remains on
     track for mid-year 2008 and pre-commercial production for Q1 2008
     totalled 206,400 pounds of U(3)O(8) (144,500 pounds of U(3)O(8)
     attributable). South Inkai produced approximately 156,000 pounds of
     U(3)O(8) in April 2008 and is currently producing approximately
     5,200 pounds of U(3)O(8) per day.

  -  Acidification of the first wellfield at the Kharasan Project in
     Kazakhstan commenced in March 2008. Although construction work at
     Kharasan in Q1 2008 was slower than planned, construction is
     expected to be completed by the end of 2008.

  -  Pre-commercial production from Dominion totalled 42,900 pounds of
     U(3)O(8) in Q1 2008. The average blasted grade improved from
     0.361 kg/tonne in Q1 2008 to 0.555 kg/tonne in April 2008.

  -  Pre-commercial production from Dominion in April 2008 was
     approximately 20,400 pounds of U(3)O(8).

  -  Total plant recoveries at Dominion are approximately 67% at present
     with an estimated U(3)O(8) recovery rate of approximately 77% from
     underground material and approximately 49% from surface tailing
     material.

  -  Refurbishing, development and permitting activities on Hobson and
     La Palangana remain on schedule for the commencement of
     pre-commercial production in Q4 2008.

Corporate

  -  On April 8, 2008, the Corporation sold a portion of its shareholding
     in Aflease Gold for $41 million. In connection with this sale, an
     impairment loss of $103.5 million, net of tax, was recognized in
     Q1 2008 pursuant to the Corporation's total shareholding in Aflease
     Gold.

  -  The Corporation remains focused on operating and developing its core
     uranium properties in Kazakhstan, South Africa and the United
     States, where approximately 93% of the Corporation's assets are
     located. The Corporation has decided to suspend development
     activities at Honeymoon to allow for evaluation of corporate
     development opportunities for the project. The Corporation's
     production guidance for 2009 had previously included 600,000 pounds
     of U(3)O(8) expected to be produced from Honeymoon.

Overview

Uranium One is a Canadian uranium corporation engaged through subsidiaries and joint ventures in the mining and production of uranium, and in the acquisition, exploration and development of properties for the production of uranium, in Kazakhstan, South Africa, the United States, Australia and Canada. The Corporation is in the process of disposing of its remaining 38% interest in Aflease Gold Limited ("Aflease Gold"), which is engaged in the development of the Modder East Gold Project in South Africa.

Uranium One owns a 70% interest in both the producing Akdala Uranium Mine and the South Inkai Uranium Project which is being commissioned. The Kharasan Project in Kazakhstan, in which the Corporation owns a 30% interest, is being developed by the Kyzylkum Joint Venture. The Corporation also owns the Dominion Uranium Project in South Africa. In the United States, the Corporation owns the Hobson Uranium Processing Facility and La Palangana Project in Texas, projects in the Powder River and Great Divide Basins in Wyoming and the Shootaring Mill in Utah. The Corporation also owns the Honeymoon Uranium Project in Australia. The Corporation owns, either directly or through joint ventures, a large portfolio of uranium exploration properties in South Africa, the western United States, South Australia, and the Athabasca Basin of Saskatchewan in Canada.

The following mineral properties and operations of the Corporation referred to in the Corporation's Q1 2008 interim financial statements are discussed in more detail below.

The following are the Corporation's principal mineral properties and operations:

Operating mine

Entity       Project      Location    Status            Ownership
-------------------------------------------------------------------------
Betpak Dala  Akdala       Kazakhstan  Producing         70% J.V. interest
LLP          Uranium
             Mine

Advanced development projects

Entity       Project      Location    Status            Ownership
-------------------------------------------------------------------------
Betpak Dala  South Inkai  Kazakhstan  Commissioning(2)  70% J.V. interest
LLP          Uranium
             Project
Kyzylkum LLP Kharasan     Kazakhstan  Development       30% J.V. interest
             Uranium
             Project
Uranium One  Dominion     South       Commissioning(2)  100% interest(1)
Africa       Uranium      Africa
Limited      Project


The Corporation is also developing the following mineral properties:

Entity       Project      Location    Status            Ownership
-------------------------------------------------------------------------
South Texas  Hobson       USA         Development       99% interest
Mining       Facility
Venture      and La
             Palangana
             Project,
             Texas
-------------------------------------------------------------------------
Energy       Powder River USA         Development       100% interest
Metals       Basin,
Corp (US)    Wyoming
             Projects
             (Incl.
             Moore Ranch,
             Peterson,
             Ludeman,
             Allemand-Ross,
             and Barge)
-------------------------------------------------------------------------
Energy       Great Divide USA         Development       100% interest
Metals       Basin,
Corp (US)    Wyoming
             Projects
             (Incl. JAB
             and Antelope)
-------------------------------------------------------------------------
Uranium One  Shootaring   USA         Development       100% interest
USA Inc.     Mill, Utah
-------------------------------------------------------------------------

Note 1:   Uranium One's 100% interest is subject to a definitive purchase
          and sale agreement of an undivided 26% interest in the Dominion
          Uranium Project to its Black Economic Empowerment partner
          Micawber 397 (Proprietary) Limited ("Micawber 397"). The
          Micawber 397 transaction will be accounted for in the
          Corporation's financial statements when the risks and rewards
          of the transaction are deemed to have passed to Micawber 397.

Note 2:   The Dominion Uranium Project and the South Inkai Uranium
          Project are in the commissioning stage: production has
          commenced but the mines have not yet achieved commercial
          production. Commercial production is achieved when a
          pre-defined operating level, based on the design of the plant,
          is maintained.

Corporate Development

Sale of shareholding in Aflease Gold

The Corporation entered into an agreement (the "Aflease Gold agreement") on March 27, 2008, pursuant to which it agreed to sell 152,195,122 shares in Aflease Gold, held by the Corporation's wholly owned subsidiary, Uranium One Africa Limited ("Uranium One Africa"), for consideration of $41 million. The transaction closed on April 8, 2008.

The Aflease Gold agreement also provided the purchaser with an option to acquire Uranium One Africa's remaining shareholding in Aflease Gold and this option lapsed on May 8, 2008. The Corporation and the purchaser are continuing discussions regarding a potential transaction for the remainder of the Corporation's Aflease Gold shares.

Aflease Gold has been treated as a discontinued operation in the Q1 2008 interim consolidated financial statements and an impairment loss, relating to the Corporation's total shareholding in Aflease Gold, has been recognized as the carrying value of Aflease Gold exceeded the expected proceeds from the sale of the Corporation's total shareholding. Upon disposal of its entire shareholding in Aflease Gold, Uranium One Africa is expected to realize a gain of approximately $49.9 million and a consequent capital gains tax liability of $10.3 million, which will be offset against Uranium One Africa's tax loss carry forwards. The pre-tax gain of Uranium One Africa is applied against the fair value allocated to Aflease Gold as a consequence of the Uranium One/UrAsia Energy Limited business combination in 2007, and results in a consolidated impairment of $103.5 million, net of future income tax recoveries of $56.8 million.

Review of Operations

Akdala Uranium Mine

Akdala is an operating acid in situ recovery ("ISR") uranium mine located in the Suzak region of South Kazakhstan. The Betpak Dala Joint Venture Limited Liability Partnership, a Kazakhstan registered limited liability partnership ("Betpak Dala"), owns a 100% interest in the Akdala Mine. Uranium One owns a 70% joint venture interest in Betpak Dala. The remaining 30% is owned by JSC NAC Kazatomprom ("Kazatomprom"), a Kazakhstani state-owned company responsible for the mining, importing and exporting of uranium in Kazakhstan.

Pursuant to the terms of its industrial production licence, the permitted production rate at the Akdala Mine is 2,600,000 pounds of U(3)O(8) (1,000 tonnes uranium ("U")) per year.

Production:

In line with the production plan for 2008, Akdala produced 616,400 pounds of U(3)O(8) (237 tonnes U) during Q1 2008 of which 431,500 pounds of U(3)O(8) (166 tonnes U) is attributable to the Corporation. As Akdala is operating in steady state at licenced capacity, production expected for 2008 is in line with production achieved in 2007.

Operations:

The following is a summary of the operational statistics (100%) for Akdala over the last four quarters:

             Total wells    Average
               completed     no of               Concentration
              (including   production   Average       in       Production
              production    wells in   flow rate    solution   (lbs of
                 wells)    operation  (m(3)/hour)   (mg U/l)    U(3)O(8))
-------------------------------------------------------------------------
Q2 2007               54         129       1,034       112.5     646,000
Q3 2007               93         139       1,066       108.2     645,100
Q4 2007               90         138       1,047        98.2     622,100
Q1 2008               70         162       1,152        96.9     616,400

Flow rate, concentration and the number of operating wells are carefully monitored and managed to produce the targeted amount of U(3)O(8), in accordance with Akdala's licence.

The construction of the precipitation and filtration circuit was completed in Q1 2008 and the commissioning process commenced during the quarter. It is expected that the circuit will be fully operational during Q2 2008. The filtration and precipitation circuit will enable Akdala to produce yellowcake on site, reducing its dependency on external processing facilities, decreasing transport lead times and reducing costs.

Financial information:

The following table shows the attributable production, sales and production cost trends for Akdala over the prior eight quarterly periods:

                                           3 months ended
                            ---------------------------------------------
(All figures are
 the Corporation's             March 31    Dec 31    Sept 30    June 30
 attributable share)             2008       2007       2007       2007
-------------------------------------------------------------------------
Production of U(3)O(8) in lbs   431,500    435,400    451,600    452,200
Sales of U(3)O(8) in lbs        283,300    689,200     70,000    244,300
Inventory U(3)O(8) in lbs       886,500    748,900  1,007,000    636,800

Revenues ($000's)                22,517     61,010      8,019     23,265
Sales ($/lb of U(3)O(8) sold)        79         89        115         95
Operating expenses ($000's)       3,292      7,521        660      2,058
Operating expenses
 ($/lb of U(3)O(8) sold)             12         11          9          8
Depreciation and depletion
 ($000's)                         2,931      6,972      1,067      2,024
Depreciation and depletion
 ($/lb of U(3)O(8) sold)             10         10         15          8


                              3 months   2 months       3 months ended
                                ended      ended
                            ---------------------------------------------
(All figures are
 the Corporation's              Mar 31     Dec 31     Oct 31     Jul 31
 attributable share)             2007       2006       2006       2006
-------------------------------------------------------------------------
Production of U(3)O(8) in lbs   488,000    426,500    513,100    478,300
Sales of U(3)O(8) in lbs        605,200    880,700     99,300     70,100
Inventory U(3)O(8) in lbs       436,500    565,400  1,026,900    637,000

Revenues ($000's)                41,730     46,256      4,193      2,922
Sales ($/lb of U(3)O(8) sold)        69         53         42         42
Operating expenses ($000's)       7,043      7,872      1,417      1,630
Operating expenses
 ($/lb of U(3)O(8) sold)             12          9         14         23
Depreciation and depletion
 ($000's)                         4,859      7,240      1,209      3,294
Depreciation and depletion
 ($/lb of U(3)O(8) sold)              8          8         12         47

Uranium revenues are recorded upon delivery of product to utilities and intermediaries and do not occur evenly throughout the year. Timing of deliveries is usually at the contracted discretion of customers within a quarter or similar time period. Changes in revenues, net earnings/loss and cash flow are therefore affected primarily by fluctuations in contracted delivery of product from quarter to quarter as well as by changes in the price of uranium.

Operating expenses are directly related to the quantity of U(3)O(8) sold and are lower in periods when the quantity of U(3)O(8) sold is lower. There is a corresponding build-up of inventory in periods when the quantity of U(3)O(8) sold is lower.

Review of Development Projects

South Inkai Uranium Project

South Inkai is an ISR uranium development project located in the Suzak region of South Kazakhstan. Betpak Dala owns a 100% interest in the South Inkai Project. Accordingly, the Corporation owns a 70% indirect interest in the project.

The design capacity of the South Inkai Project is 5,200,000 pounds of U(3)O(8) (2,000 tonnes U) per year. It is expected that the annualized rate of production will reach this level in 2011.

Pre-commercial production:

Pre-commercial production from South Inkai in Q1 2008 was 206,400 pounds of U(3)O(8) (79 tonnes U) of which 144,500 pounds of U(3)O(8) (55 tonnes U) is attributable to the Corporation. South Inkai is currently not permitted to produce more than 780,000 pounds of U(3)O(8) (300 tonnes U) per year under the existing pilot production licence and the Corporation expects pre-commercial production from South Inkai to be 714,000 pounds of U(3)O(8) (275 tonnes U) during 2008 of which 500,000 pounds of U(3)O(8) (192 tonnes U) would be attributable to the Corporation.

Operations:

The following is a summary of the operational statistics (100%) for South Inkai over the last four quarters:

             Total wells   Average
              completed     no of               Concentration
              (including  production   Average        in      Production
              production   wells in   flow rate    solution    (lbs of
                wells)    operation  (m(3)/hour)   (mg U/l)    U(3)O(8))
-------------------------------------------------------------------------
Q2 2007               78           -           -           -           -
Q3 2007              113           -           -           -           -
Q4 2007               92          30       106.0       122.7      56,500
Q1 2008               53          24       163.5       229.0     206,400

Four additional drill rigs were imported during Q1 2008 and can be deployed at South Inkai once customs clearance is obtained. If deployed, these rigs can be operational by Q3 2008.

South Inkai produced approximately 156,000 pounds of U(3)O(8) in April 2008 and is currently producing at a rate of approximately 5,200 pounds of U(3)O(8) per day.

Industrial production licence:

South Inkai's subsoil use permit specifies a pilot production level of 300 tonnes U per year, with industrial production levels of 600 tonnes U per year. The Corporation expects that the industrial production licence will be obtained in the first half of 2009, at which point the Corporation expects to sell the U(3)O(8) produced up to that point. Betpak Dala is applying to amend the subsoil use permit to allow the industrial production levels to be increased to 2,000 tonnes per year.

Construction:

Uranium processing facilities being constructed at South Inkai are of a similar design to those at the Akdala Mine, which is expected to facilitate a fast and smooth commissioning process. Construction of the production complex is on schedule and final completion of the production complex is expected by the second half of 2008.

To date, total expenditure incurred by Betpak Dala relating to the construction project at South Inkai is $51.1 million and further capital expenditure to complete the project to design capacity is expected to be $12.8 million.

Kharasan Uranium Project

Kharasan is an ISR uranium development project located in the Suzak region of South Kazakhstan. Kyzylkum LLP ("Kyzylkum"), a Kazakhstan registered limited liability partnership, owns a 100% interest in the Kharasan Project. Uranium One owns a 30% joint venture interest in Kyzylkum and the remaining interests in Kyzylkum are owned as to 30% by Kazatomprom and as to 40% by Energy Asia (BVI) Ltd., which is owned by a consortium of Japanese utilities and a trading company.

The design capacity of Kharasan is 5,200,000 pounds of U(3)O(8) (2,000 tonnes U) per year. It is expected that the annualized rate of production will reach this level in 2011.

Pre-commercial production:

Acidification of the first well field at Kharasan commenced in March 2008. Kharasan has not yet obtained its industrial production licence and it expects to produce 715,000 pounds of U(3)O(8) (275 tonnes U) under the existing pilot production licence during 2008, of which 220,000 pounds of U(3)O(8) (85 tonnes U) will be attributable to the Corporation.

Operations:

The following is a summary of the operational statistics (100%) for Kharasan over the last four quarters:

                     Total
                     wells     Average
                   completed    no of             Concentration
          Drill   (including  production  Average       in     Production
         rigs on  production   wells in  flow rate   solution   (lbs of
         site(1)     wells)   operation (m(3)/hour)   (mg/l)    U(3)O(8))
-------------------------------------------------------------------------
Q2 2007        6          14          -          -          -          -
Q3 2007        7          33          -          -          -          -
Q4 2007       10          47          -          -          -          -
Q1 2008       10          30          -          -          -          -
(1) As at end of quarter

Measures implemented during Q1 2008 to improve operating conditions in freezing temperatures during the winter are expected to result in improved drilling efficiencies during future operations in winter conditions.

Industrial production licence:

A delineation drilling program to convert a sufficient amount of resources from the Russian C2 category to the Russian C1 category is ongoing and 20 drill holes were completed in Q1 2008.

For Q1 2008, 30 of the required 44 wells for the pilot test program to prove the productivity of the well fields, had been completed.

The Corporation expects to receive an industrial production licence for Kharasan in the first half of 2009.

Construction:

The construction of the industrial complex was slower than planned during Q1 2008, due to the unusually cold winter conditions and related underperformance by contractors. As a result, the estimated percentage of completion of the process plant was 75% at the end of March 2008. The current focus is on the completion of the sections of the pumping station required for pilot production and the completion of the remaining piping. The portions of the plant required for pilot production are planned for completion during 2008 and were 90% complete as at March 31, 2008.

To date, total expenditure incurred by Kyzylkum relating to the construction of the industrial complex at Kharasan is $38.2 million and further capital expenditure to complete the project to design capacity of 2,000 tonnes per year is expected to be $14 million.

Infrastructure development:

The construction of a railroad switching station and Phase 1 of the railroad transhipment base are progressing according to schedule and are expected to be completed in Q2 2008.

Total expenditure incurred by Kyzylkum to date relating to infrastructure development at Kharasan amounts to $44.4 million with further capital expenditure to complete the required infrastructure expected to be $16 million. However, negotiations are well advanced with an adjacent uranium ISR development joint venture to share in the development cost of the local infrastructure required to support both operations (road, bridge, rail and marshalling facilities). Once finalized, this will result in a return of capital to Kyzylkum of approximately 40% of infrastructure amounts expended to date.

Project finance facility:

In addition to the $80 million loan from the Corporation, Kyzylkum negotiated unsecured bank loan facilities totalling $100 million. One facility in the amount of $70 million was obtained from the Japan Bank for International Cooperation and the other facility, in the amount of $30 million, was obtained from Citibank. To date $80 million has been drawn against these facilities. The $80 million loan from the Corporation (principal of $66.7 outstanding as at March 31, 2008) has to be repaid in full before repayments can be made on the Japan Bank for International Cooperation and Citibank facilities. The Corporation's proportionate share of these facilities will amount to $30 million when fully drawn down. The loan facilities have floating interest rates of LIBOR plus 0.25% and 0.35%, respectively.

Sulphuric acid supply constraints in Kazakhstan

Although Kazakhstan is experiencing a temporary shortage in the supply of sulphuric acid, current and future acid allocations are expected to be sufficient for the Corporation's operations in Kazakhstan.

Longer term U(3)O(8) production forecasts for Akdala, South Inkai and Kharasan assume that the temporary shortage of sulphuric acid is alleviated at the end of 2008.

To address long term supply constraints, the Corporation is establishing a joint venture with Kazatomprom and other affected parties to build a sulphuric acid plant at Zhanakorgan, which is close to Kharasan. Progress on the project includes the selection of well established reliable technology and a suitable contractor for construction of the plant. The contractor will be supported by local Kazakhstan contractors where necessary and sulphur will be sourced from the oil and gas fields in western Kazakhstan. The Corporation's ownership percentage in the joint venture is expected to be 19%. A final estimate of the total construction cost of the plant is being prepared and construction of the plant is expected to be completed in 2011.

Dominion Uranium Project

The Dominion Uranium Project is a conventional shallow underground mining operation, situated in the North West Province of South Africa, approximately 150 kilometres west-southwest of Johannesburg.

The design throughput capacity of the processing plant is 200,000 tonnes of material per month. The initial feasibility study considered a life of mine of 11 years.

Pre-commercial production:

In Q1 2008, pre-commercial production from the Dominion Uranium Project was 42,900 pounds of U(3)O(8) and 1,200 ounces of gold. Pre-commercial production for 2008 is estimated to be 590,000 pounds of U(3)O(8). Sales of material, produced during the commissioning period will be used to partially fund the development activities.

Pre-commercial production from Dominion in April 2008 was approximately 20,400 pounds of U(3)O(8).

Mine development:

Mining operations for over the last four quarters can be summarized as follows:

                 Underground
                 development          Underground       Underground ore
                  achieved           tonnes mined       blasted grade(1)
                  (metres)             (tonnes)       (kg U(3)O(8)/tonne)
-------------------------------------------------------------------------
Q2 2007                  3,197               64,500                0.304
Q3 2007                  3,662               84,300                0.406
Q4 2007                  3,130               86,800                0.358
Q1 2008                  3,649               94,200                0.361
(1) Underground blasted grade includes all in-stope mining dilution and
    on reef development.

During April 2008, the blasted grade, based on underground face sampling, improved from the Q1 2008 average value of 0.361 kg/tonne to 0.555 kg/tonne.

With new raise lines becoming available, the in-situ grades currently mined have increased as anticipated. This has resulted in an increase in the blasted grades realized. The current focus is to achieve a mill feed grade that is in line with the blasted grade. Action plans to achieve this include an increased skilled underground geological department (from 3 to 9) to closely monitor and control mining dilution and train mining personnel and the strict application and continuous monitoring of grade cut-offs.

The mine development cost from April 20, 2007 up to March 31, 2008, amounted to $30.3 million, of which $9.7 was spent in Q1 2008.

Metallurgical plant:

The uranium plant is operating in line with recovery expectations, but below throughput design capacity. Throughput for Q1 2008 was approximately 69,000 tonnes from underground and 170,000 tonnes from surface tailings material. Total plant recoveries are approximately 67% at present. Based on current head grades and residues, the estimated U(3)O(8) recovery is approximately 77% from underground material and approximately 49% from surface tailing material. Overall plant recoveries are expected to increase with time as the lower grade surface tailings material is displaced by higher grade and quantities of underground ore. In addition, once the surface tailings material has been entirely replaced with underground ore, recoveries are expected to increase in line with feasibility study test work.

Hobson and La Palangana

The Hobson Facility is an ISR uranium processing facility located about one mile south of the town of Hobson in Karnes County, Texas.

The processing plant is currently being refurbished to a capacity of approximately 1,000,000 pounds of U(3)O(8) per year. Pre-commercial production from Hobson and La Palangana in 2008 is estimated to be 35,000 pounds of U(3)O(8).

The refurbishment and construction activity at the Hobson Facility remains on schedule for completion in Q2 2008. The schedule for initial production of U(3)O(8) is directly tied to the licencing and development of the Palangana Uranium Project, and is expected to take place by the end of 2008.

The Palangana Uranium Project is an ISR uranium deposit located in close proximity to the Hobson Facility. Uranium bearing resins from the Palangana satellite ion exchange plant will be shipped to the Hobson Facility for further processing into U(3)O(8). The Corporation is continuing with a drilling program that commenced prior to acquisition of the property, to develop an area of the deposit to commence production and to conduct exploration drilling on other areas of the property.

The Corporation has applied for all permits necessary to conduct ISR operations at the Palangana site from the Texas Commission on Environmental Quality. All applications are progressing through the regulatory process.

A public meeting on the Palangana Area Permit was held in January 2008 and was well received. The draft Area Permit to approve mining operations at La Palangana was issued in Q2 2008. Final approvals of the Area Permit, permit for the first production area at La Palangana and disposal well permit are anticipated to be received in Q3 2008, with the approval of the Radioactive Materials License ("RML") expected in Q4 2008. Hobson is already permitted for commercial operations. The Corporation submitted an application to renew the licence for another 10 year period in December 2006. That application was submitted on time and operations can therefore continue while licence renewal is underway. A new air permit for Hobson was approved early in 2008.

Powder River Basin, Wyoming

The Powder River Basin in Wyoming hosts several of the Corporation's uranium projects. The most advanced project in the Powder River Basin is the Moore Ranch Project. Moore Ranch has a NI 43-101 compliant measured resource suitable for in situ recovery. On October 3, 2007, the Corporation submitted an application to the U.S. Nuclear Regulatory Commission ("NRC") for a licence to construct and operate an in situ uranium recovery facility at Moore Ranch, the first application of its kind received by the NRC since 1988. The application contains plans for uranium extraction ramping up to a rate of a nominal 1,000,000 pounds of U(3)O(8) per year from the Moore Ranch well fields beginning in 2010, with construction of a central processing plant with capacity of 2,000,000 pounds of U(3)O(8) per year eventually expandable to 4,000,000 pounds of U(3)O(8) per year. If installed, the excess plant capacity would be used to process uranium bearing resins from other properties owned by the Corporation in the Powder River and/or Great Divide Basins. Construction of the full central plant may not immediately be necessary due to the Corporation having a toll-processing agreement with a subsidiary of Cameco Corporation.

The NRC's technical review of the application to build and operate an in situ uranium recovery facility at the Moore Ranch Project is currently in progress and the Corporation expects to receive the permit during 2009.

Other Powder River Basin properties where delineation drilling and environmental data collection for permitting purposes is ongoing, include the Ludeman, Allemand-Ross and Peterson projects.

Great Divide Basin, Wyoming

The Corporation's principal properties in the Great Divide Basin in Wyoming are the JAB and Antelope projects. JAB has a NI 43-101 compliant measured and indicated resource suitable for in situ recovery.

An extensive delineation drilling program comprising 261 holes was concluded at JAB during 2007 and the Corporation expects to submit an application to the NRC for a licence to construct and operate an in situ uranium recovery facility for JAB in Q2 2008. Environmental baseline data collection and additional hydrologic testing of the aquifer were completed in Q1 2008 at JAB and the data collected will be analyzed in Q2 2008.

Environmental baseline data was also collected from the Antelope property during 2007 for the preparation of an application to the NRC for a licence to construct and operate an in situ uranium recovery facility. Hydrologic testing at Antelope was completed in Q1 2008. Submission of the application to the NRC for Antelope is scheduled for Q2 2008. Further delineation drilling will occur at Antelope during 2008.

Shootaring Mill and Associated Uranium Properties

A feasibility study on the Shootaring mill was initiated in Q1 2008 and an application for the RML was submitted. The integrity of the equipment on site was thoroughly assessed, the generator engines were restarted and essential facilities were reinstated.

The feasibility study is progressing and includes metallurgical test work, design of the tailings facilities and comprehensive mine design of the Velvet and Frank M mines. The feasibility study is expected to be completed in Q2 2008.

Exploration on other properties acquired in the EMC transaction is focused on proving code compliant resources through upgrading these assets with drilling and associated exploration programs designed for these properties.

Honeymoon Uranium Project

The Corporation remains focused on operating and developing its core uranium properties in Kazakhstan, South Africa and the United States, where approximately 93% of the Corporation's assets are located. The Corporation has decided to suspend development activities at Honeymoon to allow for evaluation of corporate development opportunities for the project. The Corporation's production guidance for 2009 had previously included 600,000 pounds of U(3)O(8) expected to be produced from Honeymoon.

Exploration Projects

The Corporation is exploring its other properties and has current exploration programs in progress on its properties in South Africa, the western United States, Canada and Australia.

Summary of Quarterly Results

                             Mar 31      Dec 31      Sept 30     June 30
                              2008        2007         2007        2007
                            $(000's)    $(000's)    $(000's)    $(000's)
-------------------------------------------------------------------------
Revenues                      22,517      61,010       8,019      23,265
Net (loss)/earnings from
 continuing operations       (10,315)      5,371     (17,257)    (13,694)
Basic and diluted
 (loss)/earnings per share
 from continuing
 operations(1)                 (0.02)       0.01       (0.04)      (0.04)
Net loss from discontinued
 operations                 (104,555)          -           -           -
Basic and diluted loss per
 share from discontinued
 operations                    (0.22)          -           -           -
-------------------------------------------------------------------------
Total assets               5,052,346   5,612,897   5,710,605   4,247,176
-------------------------------------------------------------------------


                             Mar 31      Dec 31      Oct 31      Jul 31
                              2007       2006(2)      2006        2006
                            $(000's)    $(000's)    $(000's)    $(000's)
-------------------------------------------------------------------------
Revenues                      41,730      46,256       4,193       2,922
Net (loss)/earnings from
 continuing operations         7,971      (6,228)     25,912     (32,165)
Basic and diluted
 (loss)/earnings per share
 from continuing
 operations(1)                  0.04       (0.03)       0.12       (0.15)
Net loss from discontinued
 operations                        -           -           -           -
Basic and diluted loss per
 share from discontinued
 operations                        -           -           -           -
-------------------------------------------------------------------------
Total assets                 999,950     971,618     949,530     951,025
-------------------------------------------------------------------------

Notes:
------
1.  The basic and diluted earnings/loss per share is computed
    separately for each quarter presented and therefore may not sum to
    the year ended December 31, 2007 or the 5 months ended
    December 31, 2006.
2.  The December 31, 2006 quarter consists of a 2 month period.

Non-GAAP measures

Adjusted net earnings/loss

The Corporation has included a non-GAAP performance measure, adjusted net earnings, throughout this document. The Corporation believes that, in addition to conventional measures prepared in accordance with GAAP, certain investors use this information to evaluate the Corporation's performance and ability to generate cash flow. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. The following table provides a reconciliation of adjusted net earnings to the financial statements:

                                                     3 Months   3 Months
                                                       ended      ended
                                                     March 31,  March 31,
                                                        2008       2007
(US dollars in thousands)                                $          $
-------------------------------------------------------------------------
Net (loss)/earnings from continuing operations        (10,315)     7,971
Unrealized foreign exchange (gain)/loss on
 future income tax liabilities                         (1,138)     8,601
-------------------------------------------------------------------------
Adjusted net (loss)/earnings                          (11,453)    16,572
-------------------------------------------------------------------------

Sales per pound of U(3)O(8) and cost per pound of U(3)O(8) sold

The Corporation has included non-GAAP performance measures throughout this document: sales per pound of U(3)O(8) and cost per pound of U(3)O(8) sold. The Corporation reports total cash costs on a sales basis. In the uranium mining industry, these are common performance measures but do not have any standardized meaning, and are non-GAAP measures. The Corporation believes that, in addition to conventional measures prepared in accordance with GAAP, the Corporation and certain investors use this information to evaluate the Corporation's performance and ability to generate cash flow. Accordingly, it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. As in previous periods, sales per pound of U(3)O(8) and cost per pound of U(3)O(8) sold is calculated by dividing the Revenues and Operating expenses found in the Statement of Operations in the Consolidated Financial Statements by the pounds of U(3)O(8) sold in the period.

Results of Operations and Discussion of Financial Position

Selected Financial Information

The Corporation's consolidated financial statements and the financial data set out below have been prepared in accordance with GAAP. Uranium One and its operating subsidiaries use the United States dollar, the South African rand, the Australian dollar and the Canadian dollar as measurement currencies.

                                                     3 Months   3 Months
                                                       ended      ended
                                                     March 31,  March 31,
(US dollars in thousands except per share               2008       2007
 and per lb amounts)                                     $          $
-------------------------------------------------------------------------
Revenue                                                22,517     41,730
Net (loss)/earnings from continuing operations        (10,315)     7,971
Net loss from discontinued operations                (104,555)         -
Cash flows from operating activities                   39,457     51,418
(Loss)/earnings per share from continuing operations    (0.02)      0.04
Loss earnings per share from discontinued operations    (0.22)         -
Adjusted net (loss)/earnings(1)                       (11,453)    16,572
Product inventory carrying value                       24,019     15,824
Total assets                                        5,052,346    999,950
Long term financial liabilities                     1,672,749    348,923

Average realized uranium price per lb of U(3)O(8)          79         69
Average U(3)O(8) spot price per lb                         74         85

                                                       lbs of     lbs of
                                                      U(3)O(8)   U(3)O(8)
-------------------------------------------------------------------------
Attributable sales volume                             283,300    605,200
Attributable production volume                        431,500    488,000
Attributable inventory                                886,500    436,500

(1) Adjusted net earnings/loss is a non-GAAP measure used to provide
    investors with additional information about the Corporation's
    performance. Accordingly, it should be considered as supplemental in
    nature and should not be considered in isolation or as a substitute
    for measured performance prepared in accordance with GAAP. Refer
    above for a reconciliation of adjusted net earnings to reported net
    earnings.

Results of Operations

Uranium sales, inventory and operating costs

Uranium revenues are recorded upon delivery of product to utilities and intermediaries and do not occur evenly throughout the year. Timing of deliveries is usually at the contracted discretion of customers within a quarter or similar time period. Changes in revenues, net earnings/loss and cash flow are therefore affected primarily by fluctuations in contracted delivery of product from quarter to quarter as well as by changes in the price of uranium.

In line with existing contracts, sales attributable to the Corporation during Q1 2008 amounted to 283,300 pounds of U(3)O(8), compared to 605,200 pounds of U(3)O(8) in Q1 2007. The Corporation's attributed share of revenue from sales in Q1 2008 amounted to $22.5 million, compared to $41.7 million in Q1 2007, with the lower sales volume partially offset by a $10 per pound increase in the average realized uranium price per pound of U(3)O(8) compared to Q1 2007.

The average realized price per pound of U(3)O(8) sold in Q1 2008 was $79, compared to an average spot price per pound of U(3)O(8) of $74 in the quarter and the average realized price per pound of U(3)O(8) sold in Q1 2007 was $69, compared to an average spot price per pound of U(3)O(8) of $85 in Q1 2007. The closing spot price per pound of U(3)O(8) was $71 and $95 as at March 31, 2008 and 2007, respectively.

Earnings from mining operations were $16.3 million in Q1 2008 after the deduction of operating expenses of $3.3 million ($12 per pound of U(3)O(8) sold) and depreciation and depletion charges of $2.9 million ($10 per pound of U(3)O(8) sold). During Q1 2008 attributable inventory increased by 137,600 pounds of U(3)O(8) as more U(3)O(8) was produced than sold during the quarter.

In Q1 2007, earnings from mining operations were $29.8 million after the deduction of operating expenses of $7.0 million ($12 per pound of U(3)O(8) sold) and depletion costs of $4.9 million ($8 per pound of U(3)O(8) sold).

General and administrative costs

General and administrative costs for Q1 2008 are not comparable to Q1 2007, due to the significant changes in the Corporation since Q1 2007, most notably, the transaction between Uranium One and UrAsia Energy in Q2 2007 and the acquisition of EMC during Q3 2007. The expense for Q1 2007 therefore represents the expenses for UrAsia Energy only, while the expense in Q1 2008 relates to the combined operations of Uranium One, UrAsia Energy and EMC.

General and administrative expenses, including stock-based compensation expenses of $6.1 million, amounted to $15.3 million for Q1 2008, compared to $4.7 million for Q1 2007, including stock-based compensation of $3.4 million. Higher administrative costs largely relate to the substantial increase in size of operations resulting from acquisition activities and growth. The expense for Q1 2008 includes salaries of $5.2 million and consulting fees of $1.1 million.

Exploration

Exploration expenditure in Q1 2008 of $1.7 million related to exploration programs being undertaken on the Corporation's licence areas in the United States, South Africa, Canada, Australia and the Kyrgyz Republic. Exploration expenditure for Q1 2007 of $1.5 million, related to properties in the Kyrgyz Republic only.

Interest income and expense

Interest income amounted to $2.8 million for Q1 2008, compared to $2.2 million for Q1 2007. In addition to the interest earned on loans to joint ventures, interest is earned on funds held on deposit by the Corporation. Additional interest income is attributable to an increase in cash and short term investments acquired in the business combination between Uranium One and UrAsia and the acquisition of EMC.

The interest expense for Q1 2008 includes interest accrued on the convertible debentures and interest on other long term debt. There was no interest expense incurred for Q1 2007.

Foreign exchange gain/loss

The net foreign exchange loss during Q1 2008 amounted to $2.6 million and consisted of a realized loss of $4.8 million, offset by a $1.1 million unrealized exchange gain arising from translation of the future income tax liability in respect of the Corporation's investment in Kazakhstan, which decreased as result of a weakening of the Kazakhstan tenge against the US dollar during the quarter, and an unrealized gain on other items of $1.1 million. For Q1 2007, a foreign exchange loss of $7.4 million was recorded.

Income taxes

Current income tax expense for Q1 2008 was $6.5 million and represents taxes paid and payable in Kazakhstan on profits from the Corporation's Akdala Uranium Mine. For Q1 2007 a $12.5 million income tax expense was recorded for the Akdala Uranium Mine.

The future income tax recovery during Q1 2008 of $0.9 million arises from a reduction in the future income tax liability related to the acquisition of assets through the purchase of participating interests in the joint ventures in Kazakhstan, as well as an increase in future income tax assets due to temporary differences and tax loss carry forwards. In Q1 2007, a recovery of future income taxes of $2.2 million was recorded, being a reduction in future income tax liability.

Net loss from discontinued operations and non-controlling interest

Aflease Gold was classified as a discontinued operation in Q1 2008 and all items related to Aflease Gold in the Statement of Operations were separated from normal operations. The net loss from discontinued operations of $104.6 million includes an impairment charge, net of tax, of $103.5 million as more particularly described under "Corporate Development".

Net loss for the period

The net loss for Q1 2008 amounted to $114.9 million or $0.24 per share, compared to net income of $8.0 million or $0.04 per share (basic and diluted) for Q1 2007.

Financial Condition

On March 31, 2008, the Corporation had cash and cash equivalents of $160.2 million, compared to $159.6 million at December 31, 2007. Due to the fact that Aflease Gold was treated as a discontinued operation in Q1 2008, cash held by Aflease Gold was included in the Current assets of discontinued operations line on the Consolidated Balance Sheets for both March 31, 2008 and December 31, 2007.

Inventories increased to $27.4 million from the $20.9 million held at December 31, 2007, due to the build-up of uranium concentrates and solutions and concentrates in process, as well as an increase in material and supplies. As at March 31, 2008 the Corporation had attributable inventory of 0.9 million pounds of U(3)O(8) of which approximately 0.7 million pounds is held in the form of saleable product. All of the saleable product on hand as at March 31, 2008, is committed for delivery under existing sales contracts subsequent to quarter end. Shipping times for finished product can be up to four months, depending on the distance between the mine site and conversion facility, where sales are concluded through transfer of legal title and ownership.

A summary of attributable inventory carried at the end of Q1 2008 are as follows:

                                                     Thousands of pounds
Category                   Location                          of U(3)O(8)
-------------------------------------------------------------------------
In process                 Mine site                                22.4
In process                 External processing                     140.4
                            facilities
In transit                 In transit                                  -
Finished product           External processing                     559.7
 ready to be shipped        facilities
Finished product at        Conversion facilities                   164.0
 conversion facility
-------------------------------------------------------------------------
Total inventory                                                    886.5
-------------------------------------------------------------------------

Short term loans advanced to Betpak Dala, of which $17.0 million was outstanding at December 31, 2007, were repaid in full by February 9, 2008.

Scheduled repayments on the loan to Kyzylkum, of $6.7 million plus interest, were received from Kyzylkum during Q1 2008 resulting in an outstanding loan balance of $66.7 million as at March 31, 2008.

A decrease in the reporting values of mineral interests, plant and equipment due to a 20% weakening of the South African rand against the US dollar during Q1 2008, were offset by additions of $54.0 million.

The non-current assets of Alfease Gold were disclosed separately as non- current assets of discontinued operations. The decrease in value thereof from $286.6 million to $86.3 million between December 31, 2007 and March 31, 2008 is mainly attributable to an impairment of $160.3 million recognized due to the difference in the carrying value of Aflease Gold and the expected proceeds from the sale of Uranium One Africa's shareholding in Aflease Gold.

The decrease in current liabilities from December 31, 2007 can mainly be attributed to a decrease in taxes payable in Kazakhstan on the profits from the Akdala Uranium Mine.

Long term liabilities decreased by $177.0 million from December 31, 2007, mainly due to a decrease in future income tax liabilities of $92.6 million which mainly results from fluctuations in foreign exchange rates and a future income tax recovery arising on the impairment of Aflease Gold of $56.8 million.

Changes in Shareholders' equity consist mainly of the net loss for Q1 2008 of $114.9 million and an unrealized foreign translation loss on the translation of continuing self-sustaining foreign operations, mainly in South Africa, of $230.0 million and the unrealized translation loss on the translation of Aflease Gold of $29.4 million. The total accumulated translation loss on Aflease Gold was taken into account in the impairment calculation for Q1 2008.

Liquidity and Capital Resources

At March 31, 2008 the Corporation had working capital of $248.0 million. Included in this amount are cash and cash equivalents of $160.2 million, which includes the proportionate share of the Corporation's cash and cash equivalents at its joint venture operations in Kazakhstan, but excludes cash held by Aflease Gold. The interest earned on these cash balances will be applied to existing commitments in respect of the Corporation's development projects and other current commitments. The cash held by Aflease Gold will be applied to the business of Aflease Gold.

As previously discussed, the Corporation has sold a portion of its shareholding in Aflease Gold for approximately $41 million. The proceeds from the sale will be applied to the funding of capital expenditures on the Corporation's development projects.

The Corporation anticipates that it has sufficient liquidity and capital resources to meet the Corporation's approved development plans and corporate costs for at least the next twelve months.

The Corporation earns revenue from the sale of uranium from the operating Akdala Uranium Mine in Kazakhstan. Additional sales revenue will be earned from uranium sales when the South Inkai and Kharasan Uranium Projects in Kazakhstan, the Dominion Uranium Project in South Africa, the Hobson ISR facility and the Honeymoon Uranium Project in Australia reach commercial production.

Uranium is sold under forward long-term delivery contracts. All such contracted deliveries are planned to be filled from the Corporation's mining operations. The ability to deliver contracted product is therefore dependent upon the continued operation of the mining operations as planned.

The Corporation has entered into market related sales contracts with price mechanisms that reference the spot price in effect near the time of delivery. In addition, the Corporation has negotiated floor price protection in most of its sales contracts.

For the remaining three quarters of 2008, committed sales under contract represent 84% of expected production and in 2009, committed sales under contract account for 43% of expected production.

Should Uranium One be required to provide additional funds to support the development of any of the Corporation's projects, prospective sources of additional funding include debt financing, the sale of non-core assets, the proceeds from the exercise of stock options and warrants and equity financing. Uranium One's ability to raise capital is highly dependent on the commercial viability of its projects and the underlying prices of uranium.

Other risk factors, for instance, the Corporation's ability to develop its projects into commercially viable mines, international uranium industry competition, public acceptance of nuclear power and governmental regulation, can also adversely affect Uranium One's ability to raise additional funding. There is no assurance that additional sources of funding, if required, will be forthcoming. Please refer to "Risks and Uncertainties".

Contractual Obligations

The exclusion of Aflease Gold's contractual obligations contributed towards significant changes to contractual obligations from December 31, 2007 and revised figures as at March 31, 2008 are as follows:

                                   Payments due by period
Contractual
 obligations               Less than      1 to 3      4 to 5     After 5
 ($'000)           Total      1 year       years       years       years
-------------------------------------------------------------------------
Lease
 obligations
  - Short term     1,224       1,224           -           -           -
  - Long term      6,839         964       3,155         883       1,837
-------------------------------------------------------------------------
Total              8,063       2,188       3,155         883       1,837
Short term debt      431         431           -           -           -
Capital
 commitments      43,385      19,477      16,839       7,069           -
Asset retirement
 obligation       27,081           -           -           -      27,081
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total contractual
 obligations      78,960      22,096      19,994       7,952      28,918
-------------------------------------------------------------------------

Commitments and Contingencies

There were no significant changes to the Corporation's commitments and contingencies since December 31, 2007.

Off-balance Sheet Arrangements

The Corporation has no off-balance sheet arrangements.

Outstanding Share Data

As of May 13, 2008, there were issued and outstanding 467,069,133 common shares and common share purchase warrants for 2,431,619 warrants exercisable to acquire common shares at C$3.55 per common share. Each warrant is exercisable for one common share of Uranium One. In addition, a warrant was issued in connection with the acquisition of the Corporation's interest in Kyzylkum entitling the holder to acquire 6,964,200 shares in Uranium One for no additional consideration upon commencement of commercial production from the Kharasan Uranium Project.

As of May 13, 2008, there were 19,828,519 stock options outstanding under Uranium One's stock option plan at exercise prices ranging from C$1.09 to C$16.87 and 904,532 restricted shares outstanding.

Uranium One has 155,250 convertible debentures outstanding, each convertible to 50 common shares of Uranium One, representing 7,762,500 common shares.

Dividends

There have been no dividend payments on the common shares of Uranium One. Holders of common shares are entitled to receive dividends if, as and when declared by the Board of Directors. There are no restrictions on Uranium One's ability to pay dividends except as set out under its governing statute.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements, and reported amounts of revenues and expenditures during the reporting period. Note 2 to the Corporation's consolidated financial statements for the year ended December 31, 2007 describes all of the Corporation's significant accounting policies.

New/Changes in Accounting Policies

The Corporation's accounting policies have been consistently followed except that the Corporation has adopted the following CICA standards effective January 1, 2008, none of which had a material impact on the Corporation's consolidated financial statements:

(a) Section 3031 - Inventories

    The new Section 3031 on inventories replaces Section 3030 and
    converges with the International Accounting Standard Board's recently
    amended standard IAS 2, Inventories. The standard introduces
    significant changes to the measurement and disclosure of inventory.
    Changes apply to interim and annual financial statements relating to
    fiscal years beginning on or after January 1, 2008. The main
    differences between the new section and Section 3030 include
    measurement of inventories at the lower of cost and net realizable
    value, with guidance on the determination of cost, including
    allocation of overhead expenses and other costs to inventory. The new
    section also requires consistent use of either first in, first out
    (FIFO) or weighted average cost formula to measure the cost of other
    inventories and the reversal of previous write downs to net
    realizable value when there is a subsequent increase in the value of
    inventories. Inventory policies, carrying amounts, amounts recognized
    as an expense, write downs and the reversals of write downs are
    required to be disclosed.

(b) Section 3862 - Financial Instruments - Disclosures and Section 3863 -
    Financial Instruments - Presentation

    These sections apply to interim and annual financial statements
    relating to fiscal years beginning on or after October 1, 2007.
    Section 3862 establishes standards for disclosures about financial
    instruments and non-financial derivatives. The main features of this
    Section are requirements for an entity to disclose the significance
    of financial instruments for its financial position and performance,
    revised from those of Section 3861. The requirements for disclosures
    about fair value are revised, but not substantially different, from
    those of Section 3861. The revised requirements for the disclosure of
    qualitative and quantitative information about exposure to risks
    arising from financial instruments are more extensive than those of
    Section 3861. The qualitative disclosures describe management's
    objectives, policies and processes for managing such risks. The
    quantitative disclosures provide information about the extent to
    which the entity is exposed to credit risk, liquidity risk and market
    risk (i.e., currency risk, interest rate risk, and other price risk).
    Section 3863 carries forward, unchanged from Section 3861, standards
    for presentation of financial instruments and non-financial
    derivatives.

(c) Section 1535 - Capital Disclosures

    The new requirements are effective for interim and annual financial
    statements relating to fiscal years beginning on or after
    October 1, 2007. This section will require the Corporation to
    disclose qualitative information about its objectives, policies and
    processes for managing capital and quantitative data about what the
    Corporation regards as capital. It will also be a requirement to
    disclose whether the Corporation has complied with any externally
    imposed capital requirements and, if not, the consequences of such
    non-compliance.

Risks and uncertainties

The Corporation's operations and results are subject to various risks and uncertainties. These include, but are not limited to, the following: exploration and mining involves operational risks and hazards; mineral resources and mineral reserves are estimates only; there is no certainty that further exploration will result in new economically viable mining operations or yield new reserves to replace and expand current reserves; Uranium One cannot give any assurance that the South Inkai Uranium Project, Kharasan Uranium Project, Dominion Uranium Project and Honeymoon Uranium Project will become operating mines; or when the Shootaring Mill, the Hobson Uranium ISR Processing Facility or the Palangana Uranium Project will become fully operational; mineral rights and tenures may not be granted or renewed on satisfactory terms and may be revoked, altered or challenged by third parties; limited supply of desirable mineral lands for acquisition; risks and problems associated with integrating acquisitions; competition in marketing uranium and gold; in the case of uranium, competition from other sources of energy and public acceptance of nuclear energy; volatility and sensitivity to uranium and gold prices; the capital requirements to complete the Corporation's current projects and expand its operations are substantial; currency fluctuations; the Corporation's operations and activities are subject to environmental risks; government regulation may adversely affect the Corporation; the risks of obtaining and maintaining necessary licences and permits; risks associated with foreign operations including, in relation to Kazakhstan, the risk that the sulphuric acid shortage continues for an extended period of time and in relation to South Africa, sustainable power supply, economic, social and political issues such as employment creation, black economic empowerment and land redistribution, crime, corruption, poverty and HIV/AIDS; the Corporation is dependent on key personnel; and potential conflicts of interest.

In November 2007, the parliament of Kazakhstan enacted legislation, giving the government the right in certain circumstances to re-negotiate previously concluded subsoil use contracts. Together with its joint venture partner, Kazatomprom, the Corporation has been reviewing the potential impact and application of this legislation. Based on these discussions, the Corporation understands that the legislation is not directed at the uranium mining industry in Kazakhstan.

Uranium One's risk factors are discussed in detail in its Annual Information Form for the year ended December 31, 2007, which is available on SEDAR at www.sedar.com, and should be reviewed in conjunction with this document.

Stock Option and Restricted Share Plans

During Q1 2008 stock options and restricted share rights activity was as
follows:

-   84,252 options were granted to directors and employees at a prices
    ranging from C$5.06 to C$8.93 per share, with expiry dates ranging
    from January 1, 2013 to March 3, 2013.

-   318,125 options were exercised and 310,463 were forfeit.

-   No restricted shares were granted or exercised during the quarter and
    none lapsed.

Disclosure Controls and Procedures

Disclosure controls and procedures are designed to provide reasonable assurance that all relevant information is gathered and reported on a timely basis to senior management, including Uranium One's President and Interim Chief Executive Officer and Chief Financial Officer, so that appropriate decisions can be made regarding public disclosure. As at the end of the period covered by this management's discussion and analysis, management evaluated the effectiveness of the Corporation's disclosure controls and procedures as required by Canadian securities laws.

Based on that evaluation, the President and Interim Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this management's discussion and analysis, the disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in Uranium One's annual filings and interim filings (as such terms are defined under Multilateral Instrument 52- 109 - Certification of Disclosure in Issuers' Annual and Interim Filings) and other reports filed or submitted under Canadian securities laws is recorded, processed, summarized and reported within the time periods specified by those laws, and that material information is accumulated and communicated to management including the President and Interim Chief Executive Officer and Chief Financial Officer as appropriate to allow timely decisions regarding required disclosure.

Internal Controls and Procedures

The Corporation's management, with the participation of its Interim Chief Executive Officer and Chief Financial Officer, are responsible for establishing and maintaining adequate internal control over financial reporting. Under the supervision of the Chief Financial Officer, the Corporation's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.

There have been no material changes in the Corporation's internal control over financial reporting during the quarter ended March 31, 2008 that have materially affected, or are reasonably likely to materially affect, the Corporation's internal control over financial reporting.

Outlook

During 2008, the Corporation is focused on achieving commercial production from its projects on schedule, controlling costs at its operations, remaining a reliable supplier of U(3)O(8) to the nuclear fuel industry and maintaining production of U(3)O(8) from Akdala. Accordingly, the Corporation's attributable production estimate for 2008 is 3.1 million pounds of U(3)O(8), comprising 1.8 million pounds of U(3)O(8) from Akdala and 1.3 million pounds of pre-commercial production from development projects. The Corporation's attributable production estimate for 2009 is 6.2 million pounds of U(3)O(8) (including pre-commercial production).

The Corporation will continue to consider opportunities to unlock value from its non-core assets.

The cash cost per pound of U(3)O(8) sold from Akdala is expected to be approximately $12 per pound of U(3)O(8) sold in 2008.

The Corporation expects to incur capital expenditure of $175 million on fully owned development projects for the remaining three quarters of 2008 and does not expect to be required to contribute towards additional capital expenditure by joint ventures in 2008. General and administrative expenses, excluding stock based compensation, are expected to be approximately $36 million for the remaining three quarters of 2008.

Forward-Looking Statements

This Management's Discussion and Analysis of Financial Condition and Results of Operations contains certain forward-looking statements. Forward- looking statements include but are not limited to those with respect to the price of uranium and gold, the estimation of mineral resources and reserves, the realization of mineral reserve estimates, the timing and amount of estimated future production, the timing of uranium processing facilities being fully operational, costs of production, capital expenditures, costs and timing of the development of new deposits, success of exploration activities, permitting time lines, currency fluctuations, requirements for additional capital, government regulation of mining operations, environmental risks, unanticipated reclamation expenses, title disputes or claims and limitations on insurance coverage and the timing and possible outcome of pending litigation. In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes" or variations of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward- looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Corporation to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others, the actual results of current exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, possible variations in grade and ore densities or recovery rates, failure of plant, equipment or processes to operate as anticipated, possible continued shortages of sulphuric acid in Kazakhstan, accidents, labour disputes or other risks of the mining industry, delays in obtaining government approvals or financing or in completion of development or construction activities, risks relating to the integration of acquisitions, to international operations, to prices of uranium and gold as well as those factors referred to in the section entitled "Risk factors" in Uranium One's Annual Information Form for the year ended December 31, 2007 which is available on SEDAR at www.sedar.com, and which should be reviewed in conjunction with this document. Although Uranium One has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward- looking statements. Uranium One expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.

Readers are advised to refer to independent technical reports for detailed information on the Corporation's material properties. Those technical reports, which are available at www.sedar.com under Uranium One's profile, and also under UrAsia Energy's profile, provide the date of each resource or reserve estimate, details of the key assumptions, methods and parameters used in the estimates, details of quality and grade or quality of each resource or reserve and a general discussion of the extent to which the estimate may be materially affected by any known environmental, permitting, legal, taxation, socio-political, marketing, or other relevant issues. The technical reports also provide information with respect to data verification in the estimation.

This document and the Corporation's other publicly filed documents use the terms "measured", "indicated" and "inferred" resources as defined in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects. United States investors are advised that while these terms are recognized and required by Canadian regulations, the SEC does not recognize them. Investors are cautioned not to assume that all or any part of the mineral deposits in these categories will ever be converted into reserves. In addition, "inferred resources" have a great amount of uncertainty as to their existence and economic and legal feasibility and it cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Investors are cautioned not to assume that all or any part of an inferred resource exists or is economically or legally mineable. Mineral resources are not mineral reserves and do not have demonstrated economic viability.

Historical estimates referred to herein and in the Corporation's other publicly filed documents, as Russian C1 and C2 resources are derived from Kazatomprom documents, an entity of the Government of Kazakhstan. Although Russian C1 and C2 Resources do not meet Canadian Institute of Mining, Metallurgy and Petroleum (CIM) standards on Mineral Resource and Reserve definitions, they are considered relevant because of previous pilot plant production, but should not be relied upon. The CIM resource definition which most closely resembles C1 resources is that of Inferred Resources. However, there is less confidence attributed to a C1 resource since a C1 resource is estimated on the basis of a lower drill density than an inferred resource. Scientific and technical information contained herein has been reviewed on behalf of the Corporation by Mr. M.H.G. Heyns, Pr.Sci.Nat. (SACNASP), MSAIMM, MGSSA, Senior Vice President Technical Services of the Corporation, a qualified person for the purposes of NI 43-101. Neither the Corporation nor Mr. Heyns have done sufficient work to classify the historical estimates as current mineral resources or mineral reserves. The Corporation does not intend to treat such historical estimates of mineral resources and mineral reserves as a current estimate and the historical estimates should not be relied upon.

Interim Consolidated Financial Statements

for the period ended March 31, 2008

(Unaudited)



Consolidated Balance Sheets - Unaudited
As at March 31, 2008 and December 31, 2007           Mar 31,      Dec 31,
(in United States dollars)                             2008         2007
                                         Notes        $'000        $'000
-------------------------------------------------------------------------
ASSETS

Current assets
Cash and cash equivalents                           160,226      159,592
Accounts and other receivables               4       32,255       70,318
Current portion of loans to joint
 ventures                                  5.2       19,555       32,867
Inventories                                  6       27,438       20,952
Other assets                                          1,013       18,056
Current assets of discontinued operations    3       71,015       94,986
-------------------------------------------------------------------------
                                                    311,502      396,771
-------------------------------------------------------------------------

Non-current assets
Mineral interests, plant and equipment       7    4,506,618    4,774,982
Loans to joint ventures                    5.2       27,895       24,359
Available for sale securities                8       16,598       21,257
Other assets                                 9       51,109       56,543
Assets held for sale                        10       52,371       52,371
Non-current assets of discontinued
 operations                                  3       86,253      286,614
-------------------------------------------------------------------------
                                                  4,740,844    5,216,126
-------------------------------------------------------------------------

Total assets                                      5,052,346    5,612,897
-------------------------------------------------------------------------
-------------------------------------------------------------------------


LIABILITIES
Current liabilities
Accounts payable and accrued liabilities    11       51,527       70,802
Income taxes payable                                 10,205        4,237
Current liabilities of discontinued
 liabilities                                 3        1,730        5,245
-------------------------------------------------------------------------
                                                     63,462       80,284
-------------------------------------------------------------------------

Non-current liabilities
Convertible debentures                              135,156      136,548
Asset retirement obligations                          9,991       13,926
Future income tax liabilities                     1,383,621    1,476,241
Long term debt                             5.1       23,954       18,205
Other long term payables                              1,815        1,824
Assets held for sale                        10       19,819       19,819
Non-current liabilities of discontinued
 operations                                  3       98,393      183,145
-------------------------------------------------------------------------
                                                  1,672,749    1,849,708
-------------------------------------------------------------------------


SHAREHOLDERS' EQUITY
Share capital                               12    3,501,700    3,496,884
Contributed surplus                         13      137,913      134,387
Equity component of convertible
 debentures                                          46,480       46,480
Deficit                                            (161,683)     (46,813)
Accumulated other comprehensive
 (loss)/income                                     (208,275)      51,967
-------------------------------------------------------------------------
                                                  3,316,135    3,682,905
-------------------------------------------------------------------------

Total shareholders' equity and
 liabilities                                      5,052,346    5,612,897
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Basis of presentation and principles of consolidation (note 2.1)

The accompanying notes form an integral part of these Interim
Consolidated Financial Statements.



Consolidated Statements of Operations - Unaudited
For the three month periods ended March 31, 2008 and 2007
(in United States dollars)                            Three months ended
                                                     Mar 31,      Mar 31,
                                                       2008         2007
                                         Notes        $'000        $'000
-------------------------------------------------------------------------
Revenues                                             22,517       41,730
Operating expenses                                   (3,292)      (7,043)
Depreciation and depletion                           (2,931)      (4,859)
-------------------------------------------------------------------------
Earnings from mine operations                        16,294       29,828
General and administrative (1)                      (15,281)      (4,681)
Exploration expense                                  (1,680)      (1,459)
-------------------------------------------------------------------------
Operating (loss)/earnings                              (667)      23,688
Interest income                                       2,760        2,203
Interest expense                                     (3,771)           -
Foreign exchange loss                       14       (2,626)      (7,431)
Other                                                  (480)        (161)
-------------------------------------------------------------------------
(Loss)/earnings from continuing
 operations before income taxes                      (4,784)      18,299
Current income tax expense                           (6,459)     (12,528)
Future income tax recovery                              928        2,200
-------------------------------------------------------------------------
(Loss)/earnings from continuing operations          (10,315)       7,971
Loss from discontinued operations and
 provision for impairment                    3     (104,555)           -
-------------------------------------------------------------------------
Net (loss)/earnings                                (114,870)       7,971
-------------------------------------------------------------------------

(1) - Stock option and restricted share
      expense (non-cash) included in
      general and administrative            13        6,114        3,377

(Loss)/earnings per share from continuing
 operations
  Basic                                               (0.02)        0.04
  Diluted                                             (0.02)        0.04

Loss per share from discontinued operations
  Basic                                               (0.22)           -
  Diluted                                             (0.22)           -

Net (Loss)/earnings per share
  Basic                                               (0.24)        0.04
  Diluted                                             (0.24)        0.04

Weighted average number of shares (in
 thousands)
  Basic                                     16      467,451      216,327
  Diluted                                   16      467,451      221,687

The accompanying notes form an integral part of these Interim
Consolidated Financial Statements.



Consolidated Statements of Changes in Equity - Unaudited
For the three month period ended March 31, 2008 and the year ended
December 31, 2007
(in United States dollars)
                                                                  Equity
                                                            component of
                                         Share  Contributed  convertible
                                       capital      surplus    debenture
-------------------------------------------------------------------------
Balance as at December 31, 2006        613,607       31,286            -
Net loss for the period                      -            -            -
Stock options and restricted shares
 vested                                      -       37,660            -
Exercise of warrants                     2,115       (1,035)           -
Exercise of stock options and
 restricted shares                      54,912      (30,873)           -
Uranium One Inc/UrAsia Energy Ltd
 business combination                1,709,647       62,042       46,480
U.S. Energy Corp asset purchase
 consideration                          99,401            -            -
Energy Metals Corporation asset
 purchase                            1,013,215       35,307            -
Unrealized gains recognized on
 translation of self-sustaining
 foreign operations                          -            -            -
Unrealized gain recognized on
 translation of self-sustaining
 foreign discontinued operations
 (note 3)                                    -            -            -
Shares issued for services rendered      3,987            -            -
Gain on available for sale
 securities, net of tax (note 8)             -            -            -
-------------------------------------------------------------------------
Balance as at December 31, 2007      3,496,884      134,387       46,480
-------------------------------------------------------------------------
Net loss for the period                      -            -            -
Stock options and restricted
 shares vested                               -        6,199            -
Exercise of warrants                     2,105       (1,062)
Exercise of stock options and
 restricted shares                       2,711       (1,611)           -
Unrealized loss recognized on
 translation of self-sustaining
 foreign operations                          -            -            -
Unrealized loss recognized on
 translation of self-sustaining
 foreign discontinued operations
 (note 3)                                    -            -            -
Loss on available for sale
 securities, net of tax (note 8)             -            -            -
-------------------------------------------------------------------------
Balance as at March 31, 2008         3,501,700      137,913       46,480
-------------------------------------------------------------------------


                                     Accumulated
                                           other
                                   comprehensive
                                          income    Deficit        Total
-------------------------------------------------------------------------
Balance as at December 31, 2006              -      (29,204)     615,689
Net loss for the period                      -      (17,609)     (17,609)
Stock options and restricted shares
 vested                                      -            -       37,660
Exercise of warrants                         -            -        1,080
Exercise of stock options and
 restricted shares                           -            -       24,039
Uranium One Inc/UrAsia Energy Ltd
 business combination                        -            -    1,818,169
U.S. Energy Corp asset purchase
 consideration                               -            -       99,401
Energy Metals Corporation asset
 purchase                                    -            -    1,048,522
Unrealized gains recognized on
 translation of self-sustaining
 foreign operations                     47,536            -       47,536
Unrealized gain recognized on
 translation of self-sustaining
 foreign discontinued operations
 (note 3)                                4,243            -        4,243
Shares issued for services rendered          -            -        3,987
Gain on available for sale
 securities, net of tax (note 8)           188            -          188
-------------------------------------------------------------------------
Balance as at December 31, 2007         51,967      (46,813)   3,682,905
-------------------------------------------------------------------------
Net loss for the period                      -     (114,870)    (114,870)
Stock options and restricted
 shares vested                               -            -        6,199
Exercise of warrants                         -            -        1,043
Exercise of stock options and
 restricted shares                           -            -        1,100
Unrealized loss recognized on
 translation of self-sustaining
 foreign operations                   (229,958)           -     (229,958)
Unrealized loss recognized on
 translation of self-sustaining
 foreign discontinued operations
 (note 3)                              (29,411)           -      (29,411)
Loss on available for sale
 securities, net of tax (note 8)          (873)           -         (873)
-------------------------------------------------------------------------
Balance as at March 31, 2008          (208,275)    (161,683)   3,316,135
-------------------------------------------------------------------------

The accompanying notes form an integral part of these Interim
Consolidated Financial Statements.



Consolidated Statement of Comprehensive (Loss)/Income - Unaudited
For the three month periods ended March 31, 2008 and 2007

(in United States dollars)                           Mar 31,      Mar 31,
                                                       2008         2007
                                          Note        $'000        $'000
-------------------------------------------------------------------------
Net (loss)/earnings                                (114,870)       7,971
Unrealized losses recognized on
 translation of self-sustaining
 foreign operations                                (229,958)           -
Unrealized loss recognized on
 translation of self-sustaining
 foreign discontinued operations             3      (29,411)
Loss on available for sale securities,
 net of tax                                  8         (873)           -
-------------------------------------------------------------------------
Comprehensive (loss)/income                        (375,112)       7,971
-------------------------------------------------------------------------

The accompanying notes form an integral part of these Interim
Consolidated Financial Statements.



Consolidated Statements of Cash Flows - Unaudited
For the three month periods ended
March 31, 2008 and 2007
(in United States dollars)                            Three months ended
                                                     Mar 31,      Mar 31,
                                                       2008         2007
                                         Notes        $'000        $'000
-------------------------------------------------------------------------

Net (loss)/earnings from continuing
 operations                                         (10,315)       7,971

Items not affecting cash:
- Depreciation and depletion                          2,931        4,859
- Stock option and restricted share
   expense                                  13        6,114        3,377
- Interest accrued on loans and debentures            3,691            -
- Unrealized foreign exchange (gain)/loss            (2,213)       7,217
- Future income tax recovery                           (928)      (2,200)
- Other                                               1,031            -
Movement in non-cash working capital        15       39,146       30,194
-------------------------------------------------------------------------
Cash flows from operating activities                 39,457       51,418
-------------------------------------------------------------------------

Acquisition of mineral interests, plant
 and equipment                                      (54,017)     (16,693)
Advance cash payment for other assets                  (802)      (4,313)
Joint venture earn in payments received               2,377            -
Cash advances to joint ventures              5       (3,900)      (7,000)
Cash proceeds from joint ventures            5       13,667       18,780
-------------------------------------------------------------------------
Cash flows to investing activities                  (42,675)      (9,226)
-------------------------------------------------------------------------

Common shares issued, net of issue costs              2,143          507
Loans received by Kyzylkum, net of
 acquisition costs                         5.1        6,000            -
-------------------------------------------------------------------------
Cash flows from financing activities                  8,143          507
-------------------------------------------------------------------------

Effects of exchange rate changes on
 cash and cash equivalents                           (4,291)         214

-------------------------------------------------------------------------
Net increase in cash and cash equivalents               634       42,913
Cash and cash equivalents at the beginning
 of the period                                      159,592       61,838
-------------------------------------------------------------------------
Cash and cash equivalents at the end of
 the period                                 15      160,226      104,751
-------------------------------------------------------------------------

Supplemental cash flow information (note 15)

The accompanying notes form an integral part of these Interim
Consolidated Financial Statements.



Uranium One Inc.
Notes to the Interim Consolidated Financial Statements - Unaudited
as at March 31, 2008 and December 31, 2007


1   Nature of operations

Uranium One Inc. ("Uranium One") and its subsidiaries ("the Corporation")
is a Canadian uranium corporation engaged through subsidiaries and joint
ventures in the mining and production of uranium, and in the acquisition,
exploration and development of properties for the production of uranium,
in Kazakhstan, South Africa, the United States, Australia and Canada. The
Corporation is in the process of disposing of its remaining 38% interest
in Aflease Gold Limited ("Aflease Gold"), which is engaged in the
development of the Modder East Gold Project in South Africa.

Uranium One owns a 70% interest in both the producing Akdala Uranium Mine
and the South Inkai Uranium Project which is being commissioned. The
Kharasan Project in Kazakhstan, in which the Corporation owns a 30%
interest, is being developed by the Kyzylkum Joint Venture. The
Corporation also owns the Dominion Uranium Project in South Africa. In
the United States, the Corporation owns the Hobson Uranium Processing
Facility and La Palangana Project in Texas, projects in the Powder River
and Great Divide Basins in Wyoming and the Shootaring Mill in Utah. The
Corporation also owns the Honeymoon Uranium Project in Australia. The
Corporation owns, either directly or through joint ventures, a large
portfolio of uranium exploration properties in South Africa, the western
United States, South Australia, and the Athabasca Basin of Saskatchewan
in Canada.

2   Significant accounting policies

    2.1   Basis of presentation and principles of consolidation

          These interim unaudited consolidated financial statements have
          been prepared in accordance with Canadian generally accepted
          accounting principles for interim financial information and
          they follow the same accounting policies and methods of
          application as the audited consolidated financial statements of
          the Corporation for the year ended December 31, 2007, except as
          discussed in note 2.2. These interim unaudited consolidated
          financial statements do not include all the information and
          note disclosure required by the generally accepted accounting
          principles for annual financial statements and therefore should
          be read in conjunction with the most recent annual audited
          consolidated financial statements.

          The consolidated balance sheet, statement of operations and
          certain comparative figures have been restated for discontinued
          operations (Note 3).

          The consolidated financial statements include the accounts of
          Uranium One and all of its subsidiaries and the proportionate
          share of its interests in joint ventures. All intercompany
          balances and transactions have been eliminated.

          The following are the Corporation's principal mineral
          properties and operations as at March 31, 2008:

          Operating mine:

                   Mineral
                   property/
Entity             Operation       Location   Ownership  Status
-------------------------------------------------------------------------
Betpak Dala LLP    Akdala Uranium  Kazakhstan      70%   Proportionately
                   Mine                                  consolidated

Advanced development projects:


                   Mineral
                   property/
Entity             Operation       Location   Ownership  Status
-------------------------------------------------------------------------
Betpak Dala LLP    South Inkai     Kazakhstan      70%   Proportionately
                   Uranium Project                       consolidated

Kyzylkum LLP       Kharasan        Kazakhstan      30%   Proportionately
                   Uranium Project                       consolidated

Uranium One Africa Dominion        South Africa   100%   Consolidated
 Limited            Uranium Project

The Corporation is also developing the following mineral properties:


                   Mineral
                   property/
Entity             Operation       Location   Ownership  Status
-------------------------------------------------------------------------
South Texas Mining Hobson Facility United States   99%   Consolidated
 Venture            and La
                    Palangana
                    Project

Energy Metals      US development  United States  100%   Consolidated
 Corp US            projects

Uranium One USA    Shootaring      United States  100%   Consolidated
 Inc                Canyon Uranium
                    Mill


    2.2 Adoption of new standards

        Effective January 1, 2008, the Corporation adopted new accounting
        standards for Capital Disclosures (CICA Handbook Section 1535),
        Inventories (CICA Handbook Section 3031), and Financial
        Instruments - Disclosure and Presentation (CICA Handbook Sections
        3862 and 3863).

        Under Section 1535, the Corporation discloses its objectives,
        policies and procedures for managing capital, any summary
        quantitative data about what the Corporation manages as capital,
        whether the Corporation has complied with any externally imposed
        capital requirements and, if the Corporation has not complied
        with them, any consequences of non-compliance with these capital
        requirements.

        The new Sections 3862 and 3863 replace Section 3861 Financial
        Instruments - Disclosure and Presentation. Disclosure
        requirements are revised and enhanced, while presentation
        requirements remain essentially unchanged. The new disclosure
        requirements expand discussion around the significance of
        financial instruments for the Corporation's financial position
        and performance, the nature and extent of risks arising from
        financial instruments to which the entity is exposed during the
        period and at the balance sheet date and how the entity manages
        those risks.

        Section 3031 establishes standards for the measurement and
        disclosure of inventories and provides a Canadian equivalent to
        International Accounting Standard IAS 2 - Inventories. The main
        recommendations of the new Section 3031 are:

        - Measurement of inventories at the lower of cost and net
          realizable value, with guidance on the determination of cost,
          including allocation of overheads and other costs to inventory.
        - Specific identification of cost of inventories of items that
          are not ordinarily interchangeable, and goods or services
          produced and segregated for specific projects.
        - Consistent use (by type of inventory with similar nature and
          use) of either first-in, first-out (FIFO) or weighted average
          cost formula to measure the cost of other inventories.
        - Reversal of previous write-downs to net realizable value when
          there is a subsequent increase in the value of inventories.
        The adoption of Section 3031 on January 1, 2008, did not have a
        material impact on the Corporation's financial position or
        operating results.

3   Discontinued operations

    On March 27, 2008 the Corporation entered into an agreement to sell
    its shareholding in Aflease Gold. On April 8, 2008 the Corporation
    sold 152,195,122 shares for approximately $41 million
    (ZAR320 million) equating to 43% of the Corporation's investment in
    Aflease Gold, decreasing the Corporation's ownership to 38% of the
    common shares of Aflease Gold. An option granted to the purchaser to
    acquire Uranium One Africa's remaining shareholding in Aflease Gold
    lapsed on May 8, 2008. The Corporation and the purchaser are
    continuing discussions with regards to a potential transaction in the
    remainder of the Corporation's Aflease Gold shares. The Board of
    Directors have approved the sale of the remaining portion of Uranium
    One Africa's shareholding. The assets and liabilities have been
    classified as discontinued operations at their carrying value, which
    is the fair value less transaction costs, based on the terms of the
    purchase and option agreements. The fair value of the 152,195,122
    shares sold was determined based on the market price on the
    Johannesburg stock exchange ("JSE"). The fair value of the remaining
    shareholding was determined using the weighted average market price
    on the JSE. The impairment, net of future income taxation recovery,
    amounts to $103.5 million.

    The investment in Aflease Gold was reported as the Modder East Gold
    Project for segment reporting purposes in previous periods.

    Selected financial information of the discontinued operations
    included in the Consolidated Statements of Operations and the
    Consolidated Statement of Cash Flows are as follows:

                                                        Three month
                                                        period ended
                                                     Mar 31,      Mar 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Net loss from discontinued operations
    Revenue                                               -            -
    Loss from discontinued operations                (1,172)           -
    Interest and other expenses                        (433)           -
    Impairment (net of tax recovery -
     $56.8 million)                                (103,479)           -
    Non-controlling interest                            529            -
    ---------------------------------------------------------------------
                                                   (104,555)           -
    ---------------------------------------------------------------------

    Cash flows of discontinued operations
    Cash flows to operating activities               (6,941)           -
    Cash flows to investing activities               (5,351)           -
    Effects of exchange rate changes on cash and
     cash equivalents                               (13,741)           -
    ---------------------------------------------------------------------
                                                    (26,033)           -
    ---------------------------------------------------------------------

    The major classes of assets and liabilities of the discontinued
    operations in the Consolidated Balance sheets are as follows:

                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Assets
    Cash                                             66,590       92,623
    Accounts receivable, prepaids and other           4,390        2,321
    Inventory                                            35           42
    ---------------------------------------------------------------------
    Current assets of discontinued operations        71,015       94,986
    ---------------------------------------------------------------------
    Mining interests, plant and equipment            85,430      285,553
    Other assets                                        823        1,061
    ---------------------------------------------------------------------
    Non-current assets of discontinued operations    86,253      286,614
    ---------------------------------------------------------------------
    Total assets of discontinued operations         157,268      381,600
    ---------------------------------------------------------------------

    Liabilities
    Accounts payable, accrued liabilities and other   1,591        5,080
    Income taxes payable                                139          165
    ---------------------------------------------------------------------
    Current liabilities of discontinued operations    1,730        5,245
    ---------------------------------------------------------------------
    Future income and mining taxes                   10,269       80,201
    Convertible bonds                                76,380       90,551
    Other long term liabilities                         921        1,085
    Non-controlling interest                         10,823       11,308
    ---------------------------------------------------------------------
    Non-current liabilities of discontinued
     operations                                      98,393      183,145
    ---------------------------------------------------------------------
    Total liabilities of discontinued operations    100,123      188,390
    ---------------------------------------------------------------------

4   Accounts and other receivables
                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Trade receivables                                16,778       55,520
    Value added tax and general sales tax             7,593        7,446
    Prepayments and advances                          6,190        5,558
    Deposits and guarantees                           2,838        3,220
    Other receivables                                 1,694        1,794
    ---------------------------------------------------------------------
                                                     35,093       73,538

    Less: non current deposits and guarantees
     included in other assets (note 9)                2,838        3,220

    ---------------------------------------------------------------------
                                                     32,255       70,318
    ---------------------------------------------------------------------

5   Joint ventures

5.1 Proportionate interests in joint ventures

    The Corporation owns the following interests in joint ventures:

    ---------------------------------------------------------------------
    Betpak Dala                                                      70%
    Kyzylkum                                                         30%
    Joint Venture with Uranium Power Corporation ("UPC")             50%
    Pitchstone                                                       50%

    The Corporation's proportionate share of assets and liabilities are
    as follows:

    As at March 31, 2008                       Joint
                          Betpak             Venture
                            Dala  Kyzylkum  with UPC Pitchstone    Total
                           $'000     $'000     $'000      $'000    $'000
    ---------------------------------------------------------------------
    Cash                  12,153     3,310        (7)      (44)   15,412
    Other current assets  43,360       650         5        74    44,089
    Mineral interests,
     plant and equipment 663,795   180,405    50,400    20,036   914,636
    Other assets           3,747     3,941     1,154         -     8,842
    Current liabilities  (19,451)   (1,276)        1         -   (20,726)
    Long term debt(1)          -   (23,954)        -         -   (23,954)
    Other                 (1,565)     (139)        -         -    (1,704)
    Future income taxes (276,677)  (72,252)        -    (5,607) (354,536)
    Asset retirement
     obligation           (1,177)      (72)        -         -    (1,249)
    ---------------------------------------------------------------------
    Net assets           424,185    90,613    51,553    14,459   580,810
    ---------------------------------------------------------------------

    (1) In addition to the $66.7 million loan (note 5.2) from the
        Corporation, Kyzylkum negotiated unsecured bank loan facilities
        totalling $100 million. One facility in the amount of $70 million
        was obtained from the Japan Bank for International Cooperation
        and the other facility in the amount of $30 million was obtained
        from Citibank. A total of $20 million has been drawn down from
        these facilities during the three month period ended March 31,
        2008 and $60 million for the year ended December 31, 2007. The
        loan facilities will be repayable after full repayment of the
        loan from the Corporation. The Corporation's proportionate share
        of these facilities will amount to $30 million when fully drawn
        down. The loan facilities have floating interest rates of LIBOR
        plus 0.25% and 0.35%, respectively.

    As at December                             Joint
    31, 2007              Betpak             Venture
                            Dala  Kyzylkum  with UPC Pitchstone    Total
                           $'000     $'000     $'000      $'000    $'000
    ---------------------------------------------------------------------
    Cash                   1,643     3,659       224        77     5,603
    Other current assets  73,039       291         5        68    73,403
    Mineral interests,
     plant and equipment 680,046   182,740    50,422    20,191   933,399
    Other assets           4,070     4,771     1,093         -     9,934
    Current liabilities  (19,395)     (900)       72         -   (20,223)
    Long term debt             -   (18,205)        -         -   (18,205)
    Other                 (1,567)     (135)        -         -    (1,702)
    Future income taxes (280,075)  (72,486)        -    (5,831) (358,392)
    Asset retirement
     obligation           (3,377)        -         -         -    (3,377)
    ---------------------------------------------------------------------
    Net assets           454,384    99,735    51,816    14,505   620,440
    ---------------------------------------------------------------------


    The Corporation's proportionate share of revenue, expenses, net
    income and cash flows for the three month periods ended March 31,
    2008 and 2007 are as follows:

    Three month period                         Joint
    ended March 31, 2008  Betpak             Venture
                            Dala  Kyzylkum  with UPC Pitchstone    Total
                           $'000     $'000     $'000      $'000    $'000
    ---------------------------------------------------------------------
    Revenue               22,517         -         -         -    22,517
    Expenses              (4,949)      (46)     (221)     (736)   (5,952)
    Foreign exchange loss   (118)       (7)        -         -      (125)
    ---------------------------------------------------------------------
    Income/(loss) before
     income taxes         17,450       (53)     (221)     (736)   16,440
    Provision for income
     taxes                (6,342)      (33)        -         -    (6,375)
    ---------------------------------------------------------------------
    Net income/(loss)     11,108       (86)     (221)     (736)   10,065
    ---------------------------------------------------------------------

    Cash flows from/(to)
     operating
     activities           34,818      (308)     (265)     (657)   33,588
    Cash flows to
     investing
     activities          (12,398)   (4,148)      (60)        -   (16,606)
    Cash flows (to)/from
     financing
     activities          (11,909)    4,126        86       540    (7,157)
    ---------------------------------------------------------------------
    Net increase/
    (decrease) in cash    10,511      (330)     (239)     (117)    9,825
    ---------------------------------------------------------------------

    Three month period    Betpak
    ended March 31, 2007    Dala  Kyzylkum                         Total

                           $'000     $'000                         $'000
    ---------------------------------------------------------------------
    Revenue               41,730         -                        41,730
    Expenses             (11,611)        -                       (11,611)
    Foreign exchange
     loss                 (6,139)   (1,394)                       (7,533)
    ---------------------------------------------------------------------
    Income/(loss) before
     income taxes         23,980    (1,394)                       22,586
    Provision for income
     taxes               (10,659)        -                       (10,659)
    ---------------------------------------------------------------------
    Net income/(loss)     13,321    (1,394)                       11,927
    ---------------------------------------------------------------------

    Cash flows from
     operating
     activities           59,510       288                        59,798
    Cash flows to
     investing
     activities          (56,189)     (750)                      (56,939)
    ---------------------------------------------------------------------
    Net increase/
     (decrease)
     in cash               3,321      (462)                        2,859
    ---------------------------------------------------------------------

5.2 Loans to Joint Ventures
                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Current portion
    Betpak Dala                                           -        5,175
    Kyzylkum                                         19,555       27,692
    ---------------------------------------------------------------------
                                                     19,555       32,867
    ---------------------------------------------------------------------

    ---------------------------------------------------------------------

    ---------------------------------------------------------------------
    Long term portion
    Betpak Dala                                           -            -
    Kyzylkum                                         27,895       24,359
    ---------------------------------------------------------------------
                                                     27,895       24,359
    ---------------------------------------------------------------------

    ---------------------------------------------------------------------
    Total                                            47,450       57,226
    ---------------------------------------------------------------------

    During the 3 months ended March 31, 2008, Betpak Dala repaid the
    principal amount of $5 million to the Corporation, together with
    $0.2 million of accrued interest.

    Kyzylkum loan
                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    The Corporation made loans to Kyzylkum
     pursuant to its obligation to provide
     project financing for construction and
     commissioning of the Kharasan Project in
     the amount of $80 million on or before
     December 31, 2007. The loans bear interest
     at LIBOR plus 1.5% per annum, with interest
     payable on a semi-annual basis, commencing
     within two years of funding.                    73,333       80,000

    Repaid during three month period                 (6,667)      (6,667)
    ---------------------------------------------------------------------
                                                     66,666       73,333
    Interest accrued                                  1,120        1,025
    ---------------------------------------------------------------------
                                                     67,786       74,358
    Less elimination of proportionate share - 30%   (20,336)     (22,307)
    ---------------------------------------------------------------------
                                                     47,450       52,051
    Less current portion                            (19,555)     (27,692)
    ---------------------------------------------------------------------
    Long term portion                                27,895       24,359
    ---------------------------------------------------------------------

    The loans to Kyzylkum are unsecured.

6   Inventories
                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Finished uranium concentrates                    15,309       10,093
    Solutions and concentrates in process             8,710        5,731
    ---------------------------------------------------------------------
    Product inventory                                24,019       15,824
    Materials and supplies                            3,419        5,128
    Stockpiles                                        7,772        7,772
    ---------------------------------------------------------------------
                                                     35,210       28,724

    Less: non-current inventory included in
     other assets (note 9)                            7,772        7,772
    ---------------------------------------------------------------------
                                                     27,438       20,952
    ---------------------------------------------------------------------

7   Mineral interests, plant and equipment

                                                   March 31,
                                                       2008          Net
                                                Accumulated     carrying
                                          Cost amortization       amount
                                         $'000        $'000        $'000
    ---------------------------------------------------------------------
    Mineral interests                3,961,054      (36,493)   3,924,561
    Plant and equipment                592,205      (10,148)     582,057
    ---------------------------------------------------------------------
                                     4,553,259      (46,641)   4,506,618
    ---------------------------------------------------------------------

                                       December 31, 2007
                                                                     Net
                                                Accumulated     carrying
                                          Cost amortization       amount
                                         $'000        $'000        $'000
    ---------------------------------------------------------------------
    Mineral interests                4,247,457      (32,771)   4,214,686
    Plant and equipment                566,612       (6,316)     560,296
    ---------------------------------------------------------------------
                                     4,814,069      (39,087)   4,774,982
    ---------------------------------------------------------------------



    A summary by property of the net book value is as follows:

                                              Mineral interests
                                   --------------------------------------
    March 31, 2008                                     Non-
                                     Depletable  depletable        Total

                            Country      $'000        $'000        $'000
    ---------------------------------------------------------------------
    Akdala Uranium Mine     Kazakhstan 108,284       74,358      182,642
    South Inkai Uranium
     Project                Kazakhstan       -      403,779      403,779
    Kharasan Uranium
     Project                Kazakhstan       -      146,081      146,081
    Dominion Uranium        South
     Project                 Africa          -    1,479,053    1,479,053
    United States           United
     development projects    States          -      279,422      279,422
    United States           United
     exploration projects    States          -    1,019,400    1,019,400
    Hobson Facility and La  United
     Palangana Project       States          -       56,869       56,869

    Shootaring Canyon Mill  United
                             States          -       50,361       50,361
    Honeymoon Uranium
     Project                Australia        -      286,502      286,502
    Pitchstone exploration  Canada           -       20,210       20,210
    Corporate and other                      -          243          243
    ---------------------------------------------------------------------
    Total                              108,284    3,816,278    3,924,562
    ---------------------------------------------------------------------

                                     Plant and        Total
                                     equipment
    March 31, 2008

                            Country      $'000        $'000
    --------------------------------------------------------
    Akdala Uranium Mine     Kazakhstan  16,698      199,340
    South Inkai Uranium
     Project                Kazakhstan  60,676      464,455
    Kharasan Uranium
     Project                Kazakhstan  34,324      180,405
    Dominion Uranium        South
     Project                 Africa    318,019    1,797,072
    United States           United
     development projects    States      7,546      286,968
    United States           United
     exploration projects    States      2,435    1,021,835
    Hobson Facility and La  United
     Palangana Project       States     36,891       93,760

    Shootaring Canyon Mill  United
                             States     49,379       99,740
    Honeymoon Uranium
     Project                Australia   31,277      317,779
    Pitchstone exploration  Canada           -       20,210
    Corporate and other                 24,811       25,054
    --------------------------------------------------------
    Total                              582,056    4,506,618
    --------------------------------------------------------


                                              Mineral interests
                                   --------------------------------------
    December 31, 2007                                  Non-
                                     Depletable  depletable        Total

                            Country      $'000        $'000        $'000
    ---------------------------------------------------------------------
    Akdala Uranium Mine     Kazakhstan 111,302   -   74,358      185,660
    South Inkai Uranium
     Project                Kazakhstan       -      422,631      422,631
    Kharasan Uranium
     Project                Kazakhstan       -      146,538      146,538
    Dominion Uranium        South
     Project                 Africa          -    1,756,018    1,756,018
    United States           United
     development projects    States          -      278,654      278,654
    United States           United
     exploration projects    States          -    1,020,759    1,020,759
    Hobson Facility and La  United
     Palangana Project       States          -       56,869       56,869

    Shootaring Canyon Mill  United
                             States          -       50,009       50,009
    Honeymoon Uranium
     Project                Australia        -      276,087      276,087
    Pitchstone exploration  Canada           -       21,216       21,216
    Corporate and other                      -          245          245
    ---------------------------------------------------------------------
    Total                              111,302    4,103,384    4,214,686


                                     Plant and        Total
                                     equipment
    December 31, 2007

                            Country      $'000        $'000
    --------------------------------------------------------
    Akdala Uranium Mine     Kazakhstan  15,906      201,566
    South Inkai Uranium
     Project                Kazakhstan  31,388      454,019
    Kharasan Uranium
     Project                Kazakhstan  29,376      175,914
    Dominion Uranium        South
     Project                 Africa    350,146    2,106,164
    United States           United
     development projects    States      7,184      285,838
    United States           United
     exploration projects    States      1,285    1,022,044
    Hobson Facility and La  United
     Palangana Project       States     33,503       90,372

    Shootaring Canyon Mill  United
                             States     47,614       97,623
    Honeymoon Uranium
     Project                Australia   23,951      300,038
    Pitchstone exploration  Canada           -       21,216
    Corporate and other                 19,943       20,188
    --------------------------------------------------------
    Total                              560,296    4,774,982
    --------------------------------------------------------


8   Available for sale securities

                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                     Market       Market
                                                      value        value
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Available for sale securities                    16,598       21,257
    ---------------------------------------------------------------------


    Movement in available for sale securities
                                                                   $'000
    ---------------------------------------------------------------------
    Balance as at January 1, 2007                                      -
    Received as part of a joint venture earn-in payment            1,268
    Purchased as part of the EMC acquisition                      20,391
    Purchased during the period                                      278
    Impairment of available for sale securities included in
     the statement of operations                                    (932)
    Foreign exchange movement                                         64
    Fair value adjustment included in other comprehensive income     188
    ---------------------------------------------------------------------
    Balance as at December 31, 2007                               21,257
    Received as part of a joint venture earn-in payment              436
    Disposed during the period                                    (3,477)
    Impairment of available for sale securities included in
     the statement of operations                                    (657)
    Foreign exchange movement                                        (88)
    Fair value adjustment included in other comprehensive income    (873)
    ---------------------------------------------------------------------
    Balance as at March 31, 2008                                  16,598
    ---------------------------------------------------------------------

    During the period the Corporation disposed of available for sale
    securities with a fair market value of $3.5 million at December 31,
    2007. The securities had a cost basis of $3.1 million and fair value
    losses included in other comprehensive income of $0.3 million.
    Proceeds on the sale of these securities was $2.4 million which
    resulted in a loss on sale of securities of $0.7 million.

    By holding these long-term investments the Corporation is inherently
    exposed to various risk factors including currency risk, market price
    risk and liquidity risk (note 18).

9   Other assets

                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Advances for plant and equipment                  8,535       12,643
    Long term deposits and guarantees (note 4)        2,838        3,220
    Long term inventory (note 6)                      7,772        7,772
    Asset retirement fund                            19,430       20,316
    Advances for future services                     10,222       10,629
    Reclamation bond payment on behalf of UPC
     joint venture                                    1,033        1,094
    Other                                             1,279          869
    ---------------------------------------------------------------------
                                                     51,109       56,543
    ---------------------------------------------------------------------


10  Assets held for sale

    In March 2008 the Corporation decided to sell the Aurora property,
    owned 100% through Quincy Energy Corporation and consolidated into
    these financial statements. The Corporation classified this asset as
    non-core and formal approval to sell the asset was granted by the
    Board in the first quarter of 2008. The property is carried at its
    fair value. The asset was previously presented as part of the US
    exploration projects segment.

                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Mineral interests                                52,371       52,371

    Future income tax liabilities                    19,819       19,819
    ---------------------------------------------------------------------


11  Accounts payable and accrued liabilities
                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Trade payables                                   30,333       25,334
    Accruals                                         19,279       24,461
    Commodity and other taxes payable                   278       11,280
    Other                                             1,637        9,727
    ---------------------------------------------------------------------
                                                     51,527       70,802
    ---------------------------------------------------------------------


12  Share capital

                                                                Value of
                                                  Number of       shares
    Issued and outstanding common shares             shares        $'000
    ---------------------------------------------------------------------
    Common shares on January 1, 2007            480,240,704      613,607

    Exercise of warrants                            481,000           82
    Exercise of stock options                     1,866,807        7,601
    ---------------------------------------------------------------------
    Common shares on April 20, 2007             482,588,511      621,290
    ---------------------------------------------------------------------

    Conversion of UrAsia Energy shares to
     Uranium One shares at a ratio of 0.45      217,164,830      621,290

    Shares of Uranium One owned by Uranium
     One shareholders at acquisition            138,129,435    1,709,647
    Exercise of warrants                            150,000        2,033
    Exercise of stock options and restricted
     shares                                       4,354,617       47,311
    U.S. Energy asset purchase consideration      6,607,605       99,401
    EMC asset purchase consideration            100,444,543    1,013,215
    Shares issued for services rendered             322,393        3,987
    ---------------------------------------------------------------------
    Common shares on December 31, 2007          467,173,423    3,496,884
    Exercise of warrants                            150,000        2,105
    Exercise of stock options                       318,125        2,711
    ---------------------------------------------------------------------
    Balance of issued and outstanding common
     shares at March 31, 2008                   467,641,548    3,501,700
    ---------------------------------------------------------------------


13  Contributed surplus

    The following table details the movements of contributed surplus
    during the period:
                                        Restricted
                               Warrants     shares    Options      TOTAL
                                  $'000      $'000      $'000      $'000
    ---------------------------------------------------------------------
    As at January 1, 2007             -          -     31,286     31,286
    Issued on Uranium
     One/UrAsia Energy business
     combination                 26,407        853     34,782     62,042
    Issued on EMC asset
     acquisition                      -          -     35,307     35,307
    Stock options issued and
     vested                           -          -     33,734     33,734
    Stock options exercised           -          -    (29,213)   (29,213)
    Restricted shares vested          -      3,926          -      3,926
    Restricted shares exercised       -     (1,660)         -     (1,660)
    Warrants exercised           (1,035)         -          -     (1,035)
    ---------------------------------------------------------------------
    As at December 31, 2007      25,372      3,119    105,896    134,387
    Stock options issued and
     vested                           -          -      5,840      5,840
    Stock options exercised           -          -     (1,611)    (1,611)
    Restricted shares vested          -        359          -        359
    Warrants exercised           (1,062)         -          -     (1,062)
    ---------------------------------------------------------------------
    As at March 31, 2008         24,310      3,478    110,125    137,913
    ---------------------------------------------------------------------


    Assumptions

    The fair value of stock options and restricted shares used to
    calculate the compensation expense was estimated using the Black
    scholes option pricing model with the following assumptions:

                                                  Mar 31,         Mar 31,
                                                    2008            2007
    ---------------------------------------------------------------------
    Risk free interest rate                        3.15%   3.81% - 4.11%
    Expected dividend yield                           0%              0%
    Expected volatility of the Uranium One's
     share price                                     66%             60%
    Expected life                                5 years         5 years


    Options

    Under Uranium One's Stock Option Plan, options granted are
    non-assignable and may be granted for a term not exceeding ten years.
    The plan is administered by the Board of Directors, which determines
    individual eligibility under the plan, number of shares reserved
    underlying the options granted to each individual (not exceeding 5%
    of issued and outstanding shares to any insider and not exceeding 1%
    of the issued and outstanding shares to any non-employee director on
    a non-diluted basis) and any vesting period which, pursuant to the
    stock option plan was previously one-third on the grant date,
    one-third on the first anniversary of the grant date and the
    remainder on the second anniversary of the grant date. On December 8,
    2006 the Board of Directors decided to adopt an amended vesting
    schedule such that any options granted on and after December 8, 2006,
    would vest as to one-third on the first anniversary of the grant
    date, one-third on the second anniversary of the grant date and
    one-third on the third anniversary of the grant date. The maximum
    number of shares of Uranium One that are issuable pursuant to the
    plan is limited to 7.2% of issued and outstanding shares.

    The following is a summary of Uranium One's options granted under
    its stock-based compensation plan:


                                                                Weighted
                                                                 average
                                                  Number of     exercise
                                                    options        price

                                                                   Cdn $
    ---------------------------------------------------------------------
    Outstanding options at January 1, 2007       21,658,500         2.90

    Granted up to April 20, 2007                  1,935,000         5.99
    Exercised up to April 20, 2007               (1,866,807)        2.11
    Forfeitures of stock options up to
     April 20, 2007                                 (30,000)        1.80
    ---------------------------------------------------------------------
    Outstanding options as at April 20, 2007     21,696,693         5.86

    Converted UrAsia Energy stock options on
     date of business combination                 9,763,498         7.33

    Existing Uranium One stock options on
     April 20, 2007                               5,390,754         6.67
    EMC replacement options                       8,382,546         8.14
    Granted subsequent to April 20, 2007          1,867,817        15.27
    Exercised subsequent to April 20, 2007       (4,228,640)        5.14
    Forfeitures of stock options subsequent to
     April 20, 2007                                (351,187)       13.14
    ---------------------------------------------------------------------
    Outstanding options as at December 31, 2007  20,824,788         8.55
    Granted options                                  84,252         5.41
    Exercised options                              (318,125)        3.46
    Forfeitures of stock options                   (310,463)       10.47
    ---------------------------------------------------------------------
    Outstanding options as at March 31, 2008     20,280,452         8.58
    ---------------------------------------------------------------------

    The stock option compensation expense for the period ended March 31,
    2008 was $5.8 million and for the period ended March 31, 2007 was
    $3.4 million. As at March 31, 2008, the aggregate unexpensed fair
    value of unvested stock options granted amounted to $12.4 million.
    The fair value of options granted during the period amounts to
    $0.2 million.

    The following table summarizes certain information about Uranium
    One's stock options outstanding at March 31, 2008:

                                             Options outstanding
                                -----------------------------------------
                                       Number      Weighted     Weighted
                                  outstanding       average      average
                                        as at     remaining     exercise
    Range of Exercise Prices     Mar 31, 2008          life        price
    Cdn $                                            (years)       Cdn $
    ---------------------------------------------------------------------
    1.09 to 2.74                    1,427,621          2.20         2.36
    3.03 to 4.81                    3,107,375          3.16         4.00
    5.00 to 7.79                    3,672,852          4.99         6.60
    8.26 to 9.90                    5,651,663          4.39         8.42
    10.40 to 11.91                  3,926,025          4.60        12.05
    12.02 to 13.70                  1,020,266          5.58        14.32
    14.12 to 16.87                  1,474,650          3.76        16.58
    ---------------------------------------------------------------------
                                   20,280,452          4.28         8.58
    ---------------------------------------------------------------------


                                             Options exercisable
                                -----------------------------------------
                                       Number      Weighted     Weighted
                                  exercisable       average      average
                                        as at     remaining     exercise
    Range of Exercise Prices     Mar 31, 2008          life        price
    Cdn $                                            (years)       Cdn $
    ---------------------------------------------------------------------
    1.09 to 2.74                    1,427,621          2.20         2.36
    3.03 to 4.81                    3,105,535          3.16         4.00
    5 to 7.79                       3,427,292          4.99         6.65
    8.26 to 9.9                     5,496,201          4.39         8.41
    10.4 to 11.91                   2,499,580          4.60        12.03
    12.02 to 13.7                     407,002          5.58        14.92
    14.12 to 16.87                    276,850          3.76        16.76
    ---------------------------------------------------------------------
                                   16,640,081          4.28         7.55
    ---------------------------------------------------------------------


    Restricted shares

    Under the Uranium One Restricted Share Plan, restricted share rights
    are granted to eligible employees, contractors and directors. Each
    restricted share right is exercisable for one common share of Uranium
    One at the end of the restricted period for no additional
    consideration. The vesting period is generally two-thirds on the
    first anniversary of the grant date and the remainder on the second
    anniversary of the grant date. The aggregate maximum number of shares
    available for issuance under the restricted share plan was initially
    capped at one million and subsequently increased to three million at
    Uranium One's annual and special meeting held on June 7, 2007. The
    number of shares for issuance to non-employee directors may not
    exceed 0.5% of the total number of common shares outstanding on a
    non-diluted basis.

    The following is a summary of Uranium One's restricted shares issued
    under the Restricted Share Plan:

                                             Number of restricted shares
                                                     Mar 31,      Dec 31,
                                                       2008         2007

    ---------------------------------------------------------------------
    Balance at beginning of the period              295,532      404,231
    Granted                                               -       20,000
    Exercised during the period                           -     (125,977)
    Expired                                               -       (2,722)
    ---------------------------------------------------------------------
    Balance at the end of the period                295,532      295,532
    ---------------------------------------------------------------------

    Of the outstanding number of Restricted share rights, the grant date
    was July 1, 2007 for 20,000 Restricted share rights, December 8, 2006
    for 50,440 Restricted share rights, and June 7, 2006 for 225,092
    Restricted share rights. Restricted share rights will not expire
    while the participant is employed by the Corporation.

    The Restricted share rights expense for the period ended March 31,
    2008 was $359,362 and for the period ended March 31, 2007 was $Nil.
    As at March 31, 2008 the aggregate unexpensed fair value of unvested
    restricted share rights granted amounted to $444,324.

    Warrants                   Number of warrants       Allocated value
                             --------------------------------------------
                                 Mar 31,    Dec 31,    Mar 31,    Dec 31,
                                   2008       2007       2008       2007
                                                        $'000      $'000
    ---------------------------------------------------------------------
    Balance at beginning
     of the period            2,581,619  2,731,619     25,372     26,407
    Exercised during the
     period                    (150,000)  (150,000)    (1,062)    (1,035)
    ---------------------------------------------------------------------
    Balance at the end of
     the period               2,431,619  2,581,619     24,310     25,372
    ---------------------------------------------------------------------


                                                            Average
                               Number of warrants        exercise price
                             --------------------------------------------
                                 Mar 31,    Dec 31,    Mar 31,    Dec 31,
    Warrants comprise:             2008       2007       2008       2007
    ---------------------------------------------------------------------
    2008 Warrants             2,431,619  2,431,619       3.55       3.55
    Series D Warrants                 -    150,000          -       6.95
    ---------------------------------------------------------------------
    Total                     2,431,619  2,581,619       3.55       3.75
    ---------------------------------------------------------------------

    The 2008 warrants expire on September 24, 2008.

    Contingently issuable shares

    Under the terms of the acquisition agreement for the Kyzylkum JV
    interest, Uranium One is obligated to issue 6,964,200 common shares
    of Uranium One upon commencement of commercial production from
    Kharasan.

    The Corporation has assumed all of the obligations of EMC and its
    subsidiaries arising under certain option and joint venture
    agreements with third parties. Uranium One has reserved a total of
    1,925,100 common shares of Uranium One for issuance pursuant to the
    assumed obligations under the Contingent Share Rights Agreements.

14  Foreign exchange (losses)/gains

    A summary of the foreign exchange loss by item is as follows:

                                                     Mar 31,      Mar 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Unrealized foreign exchange gain/(loss)
     gain on future income tax liability              1,138       (8,601)
    Unrealized foreign exchange gain on
     other items                                      1,075        1,384
    Realized foreign exchange loss on other items    (4,839)        (214)
    ---------------------------------------------------------------------
                                                     (2,626)      (7,431)
    ---------------------------------------------------------------------



15  Cash flow information

                                                     Mar 31,      Mar 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Changes in non-cash working capital excluding
     business combinations:
    - Decrease in accounts and other receivables     35,451       20,507
    - (Increase) / decrease in accrued interest
     receivable on loans to joint ventures              (67)         349
    - Decrease / (increase) in prepaid expenses
     and other                                       17,917         (198)
    - (Increase) / decrease in inventories           (5,970)       1,501
    - (Decrease) / increase in accounts payable
     and accrued liabilities                        (14,166)       2,143
    - Increase in income taxes payable                5,981        5,892
    ---------------------------------------------------------------------
                                                     39,146       30,194
    ---------------------------------------------------------------------
    Supplemental cash flow information

    Cash interest paid                                    -            -
    Cash taxation paid                                7,998        5,830


16 Basic and diluted weighted-average number of shares outstanding

                                                     Mar 31,      Mar 31,
                                                       2008         2007
    ---------------------------------------------------------------------

    Basic weighted-average number of shares
     outstanding ('000)                             467,451      216,327
    Effect of dilutive securities:
    - stock options                                       -        5,270
    - warrants                                            -           90
    ---------------------------------------------------------------------
    Diluted weighted-average number of shares
     outstanding                                    467,451      221,687
    ---------------------------------------------------------------------

    For the period ended March 31, 2008, convertible debentures, stock
    options, warrants and restricted shares were not included in the
    dilutive weighted average number of shares outstanding as they were
    anti-dilutive.


17  Capital disclosures

    The Corporation's objectives when managing capital are to:

    (i)   Maintain a flexible capital structure which optimizes the cost
          of capital at acceptable risk;
    (ii)  Continue the development and exploration of its mineral
          properties; and
    (iii) Support any expansion plans.

    In the management of capital, the Corporation includes shareholders'
    equity, long term debt, cash and the current portion of loans to
    joint ventures.

    The Corporation manages its capital structure and makes adjustments
    to it when the economic and risk conditions of the underlying assets
    require change. In order to maintain or adjust the capital structure,
    the Corporation may issue new shares, issue new debt, and/or issue
    new debt to replace existing debt with different characteristics. The
    Corporation has in place a rigorous planning and budgeting process to
    help determine the funds required to ensure the Corporation has the
    appropriate liquidity to meet its operating and growth objectives.

    The Corporation monitors the following ratios in this respect: total
    debt to total capitalization and net debt to total capitalization.

    For periods ended                                Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Total debt (excluding future income tax
     liabilities)                                   352,590      460,265
    Net debt (total debt less cash, receivables,
     and current portion of loans to joint
     ventures)                                      140,554      197,488
    Total capitalisation (total shareholders'
     equity)                                      3,316,135    3,682,905
    Total debt ratio                                    11%          12%
    Net debt ratio                                       4%           5%

18  Financial instruments

    The Corporation's financial instruments primarily consist of cash,
    short-term money market investments, marketable securities, accounts
    receivable, accounts payable and convertible debentures. For cash,
    short-term money market investments, and current accounts receivable
    and payable, carrying value is considered to be a reasonable
    approximation of fair value due to the short term nature of these
    investments. The fair value of the convertible debentures represents
    the quoted market value.


    Convertible debentures                           Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Liability component                             135,156      136,548
    Equity component                                 46,480       46,480
    ---------------------------------------------------------------------
                                                    181,636      183,028
    ---------------------------------------------------------------------

    Fair value                                      128,816      145,888
    ---------------------------------------------------------------------

    The Corporation's activities expose it to a variety of financial
    risks, including the effects of changes in debt and equity market
    prices, foreign currency exchange rates and interest rates. The
    global nature of the Corporation's business exposes the reported
    financial results and cashflows of operating segments to risks
    arising from fluctuations in exchange rates.

    The Corporation continuously monitors its exposure to risk. The risk
    management carried out by the Corporation is approved by the board of
    directors. The following describes the type of risks that the
    Corporation is exposed to and its objectives and policies for
    managing those risk exposures.

    (i)   Foreign exchange risk

          The foreign exchange risk relates to the risk that the value of
          financial commitments, recognized assets or liabilities will
          fluctuate due to changes in foreign currency rates.

          The most significant impact of foreign exchange on the
          Corporation's net earnings and other comprehensive income is
          the translation of foreign operations into US dollars. The
          effect of translating the financial statements of the entities
          that are determined to be integrated foreign operations are
          included in the consolidated statements of operations, and the
          effect of translating the financial statements of entities that
          are determined to be self-sustaining are included in other
          comprehensive income.

          The Corporation also has foreign exchange risk arising from:

             - borrowings denominated in foreign currencies; and
             - firm commitments or highly probable forecasted
               transactions for receipts and payments settled in foreign
               currencies or with prices dependent on foreign currencies.

          The Corporation does not hedge its exposure to foreign currency
          exchange risk.

          The Corporation is primarily exposed to foreign currency risk
          through the following assets and liabilities denominated in
          currencies other than US dollars:

                               Financial assets and liabilities
                      ---------------------------------------------------
                                                   Accounts
                             Cash                   payable
March 31, 2008           and cash     Accounts  and accrued  Convertible
                      equivalents   receivable  liabilities   debentures

                            $'000        $'000        $'000        $'000
-------------------------------------------------------------------------
Canadian dollar            32,823        3,466       15,673      135,156
South African rand            601       16,458       19,600            -
Kazakhstan tenge           15,823        6,909        3,708            -
Australian dollar          19,992          551        7,101            -
-------------------------------------------------------------------------
                           69,239       27,384       46,082      135,156
-------------------------------------------------------------------------

                         Non-financial assets
                            and liabilities
                      -------------------------
                          Mineral
                         interest       Future
March 31, 2008          plant and   income tax
                      equipment(1) liabilities

                            $'000        $'000
-----------------------------------------------
Canadian dollar            20,210        5,607
South African rand      1,797,072      474,495
Kazakhstan tenge                -      348,929
Australian dollar         317,779       72,361
-----------------------------------------------
                        2,135,061      901,392
-----------------------------------------------



                               Financial assets and liabilities
                      ---------------------------------------------------
                                                   Accounts
                             Cash                   payable
December 31, 2007        and cash     Accounts  and accrued  Convertible
                      equivalents   receivable  liabilities   debentures

                            $'000        $'000        $'000        $'000
-------------------------------------------------------------------------
Canadian dollar            78,938        3,683       10,357      136,548
South African rand          1,330        9,606       33,168            -
Kazakhstan tenge            2,787        3,128       16,411            -
Australian dollar          24,966          558        5,540            -
-------------------------------------------------------------------------
                          108,021       16,975       65,476      136,548
-------------------------------------------------------------------------

                         Non-financial assets
                            and liabilities
                      -------------------------
                          Mineral
                         interest       Future
March 31, 2008          plant and   income tax
                      equipment(1) liabilities

                            $'000        $'000
-----------------------------------------------
Canadian dollar            21,216        5,831
South African rand      2,106,164      567,577
Kazakhstan tenge                -      351,207
Australian dollar         300,038       69,039
-----------------------------------------------
                        2,427,418      993,654
-----------------------------------------------

(1) - Only includes mineral interests, plant and equipment of self
sustaining operations.


    The following table shows the effect on profit and other
    comprehensive income after tax as at March 31, 2008 of a 10 percent
    appreciation or depreciation in the foreign currencies against the US
    dollar on the abovementioned financial and non-financial assets and
    liabilities of the Corporation.

                                                      Other
                                              comprehensive          Net
                                                     income     earnings

    ---------------------------------------------------------------------
    10% appreciation in exchange rates, with
     all other variables held constant              175,266      (37,603)

    A 10% depreciation in exchange rates would have the exact opposite
    effect on other comprehensive income and net earnings.

(ii) Credit risk

    Credit risk is primarily associated with trade receivables, however,
    it also arises on cash equivalents.

    The Corporation closely monitors its financial assets and does not
    have any significant concentration of credit risk. The Corporation
    sells its products exclusively to organizations with strong credit
    ratings. Cash and cash equivalents are held through large
    international financial institutions. Cash and cash equivalents are
    comprised of financial instruments issued by Canadian banks and
    companies with high investment-grade ratings. These investments
    mature at various dates over the current operating period.

    The Corporation's maximum exposure to credit risk at the balance
    sheet date is as follows:

                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    Short-term money market instruments              44,763       12,059
    Accounts receivable                              35,093       73,538
    Marketable securities                            16,598       21,257
                                                     96,454      106,854

(iii) Liquidity risk

    The Corporation has a cash forecast and budgeting process in place to
    assist with the determination of funds required to support the
    Corporation's operating requirements on an ongoing basis and its
    expansion plans. The Corporation manages liquidity risk through
    the management of its capital structure and financial leverage as
    outlined in note 17.

    The following table summarizes the contractual maturities of the
    Corporation's financial liabilities

                       Less than    1 to 3    4 to 5   After 5
                          1 year     years     years     years    Total
    ---------------------------------------------------------------------
    Lease obligations      1,206     3,629     1,216     2,011     8,062
    Capital commitments   19,477    16,839     7,069         -    43,385
    Asset retirement
     obligations               -         -         -    27,081    27,081
    Accounts payable
     and accrued
     liabilities          51,527         -         -         -    51,527
    Convertible
     debentures                -   155,200         -         -   155,200
    ---------------------------------------------------------------------
                          72,210   175,668     8,285    29,092   285,255
    ---------------------------------------------------------------------

    The convertible debenture is convertible in cash or shares, and may
    not result in a cash outflow.

    The Corporation has interests in Joint Ventures, and is responsible
    for partial funding of these Joint Ventures pursuant to the terms of
    the Joint Venture agreements. The Corporation does not bear direct
    liquidity risk for liquidity of these joint ventures.

(iv) Interest rate risk

    The Corporation is exposed to interest rate risk on its outstanding
    borrowings and short-term investments. The only outstanding
    interest-bearing borrowings as at March 31, 2008 is the loan facility
    obtained by Kyzylkum (refer note 5.1) which bears interest at
    floating rates, and the convertible debentures, with a fixed interest
    rate.

    A 100 basis points movement in the interest rate would impact the
    Corporation's net earnings as follows:

                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    10% appreciation in interest rates, with all
     other variables held constant                       50           44

    A 10% depreciation in the interest rate would have the exact
    opposite effect on net earnings.

(v) Commodity price risk

    The Corporation is exposed to price risk with respect to commodity
    prices. The Corporation does not hedge its exposure to price risk,
    other than the pricing structures in the long term sales contracts
    which the Corporation has entered into. Increases in uranium prices
    would have a positive impact on profitability given that the majority
    of the Corporation's sales contracts are priced based on market
    values for uranium.

    A 10% change in commodity prices would impact the Corporation's net
    earnings as follows:
                                                     Mar 31,      Dec 31,
                                                       2008         2007
                                                      $'000        $'000
    ---------------------------------------------------------------------
    10% appreciation in commodity prices, with all
     other variables held constant                    2,252        4,173

    A 10% depreciation in the commodity price would have the exact
    opposite effect on net earnings.

19  Segmented information

    The Corporation's reportable operating segments are summarized in the
    table below:

For the three month period ended March 31, 2008: (in $'000)

                                      Deprec-
                                       iation  Explor-
                                          and    ation      Net  Capital
                       Reve- Operating deple-  expend- earnings  expend-
              Country    nue  expenses   tion    iture   /(loss)   iture
-------------------------------------------------------------------------
Akdala
 Uranium
 Mine       Kazakhstan 22,517  (3,292) (2,931)       -    9,177    2,319
South Inkai
 Uranium
 Project    Kazakhstan      -       -        -       -      340    7,529
Kharasan
 Uranium
 Project    Kazakhstan      -       -        -       -      183    5,038
Dominion
 Uranium       South
 Project        Africa      -       -        -     (52)    (447)  23,639
US Development United
 projects       States      -       -        -       -      (20)   2,624
US Exploration United
 projects       States      -       -        -    (369)      95      223
Hobson facility
 and La
 Palangana     United
 Project        States      -       -        -       -     (105)   3,496
Shootaring     United
 Canyon Mill    States      -       -        -       -      (57)   1,490
Honeymoon
 Uranium
 Project and
 exploration  Australia     -       -        -    (277)    (714)   6,383
Pitchstone
 exploration     Canada     -       -        -    (736)    (736)       -
Corporate and
 other                      -       -        -    (246) (18,031)   1,276
-------------------------------------------------------------------------
Total                  22,517  (3,292)  (2,931) (1,680) (10,315)  54,017
-------------------------------------------------------------------------


For the three month period ended March 31, 2007: (in $'000)

                                      Deprec-
                                       iation  Explor-
                                          and    ation      Net  Capital
                       Reve- Operating deple-  expend- earnings  expend-
              Country    nue  expenses   tion    iture   /(loss)   iture
-------------------------------------------------------------------------
Akdala
 Uranium
 Mine       Kazakhstan 41,730  (7,043) (4,835)       -   13,392    9,121
South
 Inkai
 Uranium
 Project    Kazakhstan      -       -       -        -        -    7,572
Kharasan
 Uranium
 Project    Kazakhstan      -       -       -        -   (1,394)       -
Corporate
 and other                  -       -     (24)  (1,459)  (4,027)       -
-------------------------------------------------------------------------
Total                  41,730  (7,043) (4,859)  (1,459)   7,971   16,693
-------------------------------------------------------------------------



As at March 31, 2008:
(in $'000)
-------------------------------------------------------------------------
                                                       Future
                                Mineral                income
                              interest,                   tax      Total
                              plant and      Total    liabil-    liabil-
                  Country     equipment     assets      ities      ities
-------------------------------------------------------------------------
Akdala Uranium
 Mine             Kazakhstan    199,340    223,197     72,286     86,385

South Inkai
 Uranium Project  Kazakhstan    464,455    468,718    204,391    211,662

Kharasan Uranium
 Project          Kazakhstan    180,405    187,934     72,252     97,649

Dominion Uranium  South
 Project           Africa     1,797,072  1,818,799    474,495    497,839

US Development    United
 projects          States       286,968    286,968     90,532     91,757

US Exploration    United
 projects          States     1,021,835  1,027,027    349,885    351,261

Hobson facility
 and La
 Palangana        United
 Project           States        93,760     95,467     19,834     21,686

Shootaring
 Canyon           United
 Mill              States        99,740    114,760     18,613     21,570

Honeymoon
 Uranium Project
 and exploration  Australia     317,779    318,596     72,361     79,589

Pitchstone
 exploration      Canada         20,210     20,240      5,607      5,698

Corporate and
 other                           25,054    281,001      3,365    151,173
-------------------------------------------------------------------------
Total                         4,506,618  4,842,707  1,383,621  1,616,269
-------------------------------------------------------------------------



As at December 31, 2007: (in $'000)
-------------------------------------------------------------------------
                                                       Future
                                Mineral                income
                              interest,                   tax      Total
                              plant and      Total    liabil-    liabil-
                  Country     equipment     assets      ities      ities
-------------------------------------------------------------------------

Akdala Uranium
 Mine             Kazakhstan    201,566    266,240     73,623     94,710

South Inkai
 Uranium Project  Kazakhstan    454,019    457,510    205,053    207,461

Kharasan Uranium
 Project          Kazakhstan    175,914    184,283     72,486     92,422

Dominion Uranium  South
 Project           Africa     2,106,164  2,111,565    567,577    598,102

US Development    United
 projects          States       285,838    285,838     90,517     92,187

US Exploration    United
 projects          States     1,022,044  1,027,423    350,410    354,391

Hobson facility
 and La
 Palangana        United
 Project           States        90,372     91,879     19,729     22,639

Shootaring        United
 Canyon Mill       States        97,623    112,894     18,613     21,186

Honeymoon
 Uranium Project
 and exploration  Australia     300,038    300,043     69,040     86,613

Pitchstone
 exploration      Canada         21,216     21,360      5,831      5,831

Corporate and
 other                           20,188    319,891      3,362    146,241
-------------------------------------------------------------------------
Total                         4,774,982  5,178,926  1,476,241  1,721,783
-------------------------------------------------------------------------

%SEDAR: 00005203E