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Tue 11 Aug 2009, 11:17 UUU - Uranium One Inc - Interim Consolidated Financial Statements for the
UUU
UUU                                                                             
UUU - Uranium One Inc - Interim Consolidated Financial Statements for the       
                   three and six months ended June 30, 2009                     
Uranium One Inc                                                                 
(Incorporated in Canada)                                                        
(Registration number: 15096422420)                                              
Share code on the JSE: UUU & ISIN: CA91701P1053                                 
Share code on the TSX: UUU & ISIN: CA91701P1053                                 
Interim Consolidated Financial Statements for the three and six months ended    
June 30, 2009                                                                   
Interim Consolidated Balance Sheets                                             
As at June 30, 2009 and December 31, 2008                                       
(in United States dollars)                                                      
                           Jun 30, 2009     Dec 31, 2008                        
                 Notes      $`000            $`000                              
ASSETS                                                                          
Current assets                                                                  
Cash and cash                                                                   
Equivalents      13         183,934         176,225                             
Accounts and                                                                    
other receivables           33,181          39,926                              
Current portion                                                                 
of loans to joint                                                               
ventures        4.2         -               19,158                              
Inventories     5          46,353           17,390                              
Other assets    7          3,768            12,043                              
                          267,236          264,742                              
Non-current assets                                                              
Mineral                                                                         
interests, plant                                                                
and equipment   6          1,206,915        1,285,415                           
Loans to joint                                                                  
Ventures      4.2         25,251           14,000                               
Other assets   7           44,861           62,976                              
Assets held                                                                     
for sale      3.3         65,582           -                                    
1,342,609        1,362,391                            
Total assets               1,609,845        1,627,133                           
LIABILITIES                                                                     
Current liabilities                                                             
Accounts payable and                                                            
accrued liabilities       21,629           47,423                               
Income taxes payable       5,771            12,639                              
                          27,400           60,062                               
Non-current liabilities                                                         
Long term debt   8         62,331           61,275                              
Convertible                                                                     
Debentures                 126,370          118,042                             
Asset retirement                                                                
Obligations                6,884            12,999                              
Future income                                                                   
tax liabilities            302,696          375,293                             
Other long term                                                                 
Liabilities                60,325          48,924                               
Assets held                                                                     
for sale       3.3         14,032           -                                   
572,638         616,533                               
SHAREHOLDERS` EQUITY                                                            
Share capital   9          3,524,734       3,522,824                            
Contributed                                                                     
Surplus         10         133,654         131,602                              
Equity                                                                          
component of                                                                    
convertible                                                                     
debentures                 46,480          46,480                               
Accumulated                                                                     
other comprehensive                                                             
income / (loss)            11,386          (247,708)                            
Deficit                    (2,706,447)     (2,502,660)                          
                          1,009,807       950,538                               
Total shareholders` equity                                                      
and liabilities            1,609,845       1,627,133                            
Basis of presentation and principles of consolidation (note 2.1), commitments   
(note 3.1 and 3.2), contingencies (note 3.1 and 3.2) and subsequent events      
(note 17)                                                                       
The accompanying notes form an integral part of these Interim Consolidated      
Financial Statements                                                            
Uranium One Inc.                                                                
Interim Consolidated Statements of Operations                                   
For the three and six months ended June 30, 2009 and June 30, 2008              
(in United States dollars)                                                      
                        Three months ended         Six months ended             
                    Jun 30, 2009  Jun 30, 2008  Jun 30, 2009  Jun 30, 2008      
           Notes    $`000         $`000         $`000         $`000             
Revenues             18,557        49,390        61,526        71,907           
Operating expenses    (6,725)      (9,487)       (21,736)    (12,779)           
Depreciation and                                                                
Depletion             (5,251)      (6,960)       (17,282)    (9,891)            
Earnings from                                                                   
mine operations       6,581        32,943        22,508      49,237             
General and                                                                     
administrative (1)    (9,059)      (13,948)      (18,150)    (29,229)           
Exploration                                                                     
Expense               (2,679)      (5,035)       (4,470)     (6,715)            
Impairment of                                                                   
mineral interests, plant                                                        
and equipment   3.3  (251,064)    (105,089)     (251,064)   (105,089)           
Care and maintenance  (4,018)      -             (7,594)     -                  
Operating (loss) /                                                              
Earnings              (260,239)    (91,129)      (258,770)   (91,796)           
Interest and                                                                    
Other           11    (1,628)      (811)         (3,694)     (1,822)            
(Loss) / gain                                                                   
on sale of available                                                            
for sale                                                                        
securities            (8)          8,602         (8)         7,467              
Foreign                                                                         
exchange (loss) /                                                               
gain          12      (1,268)      2,440          69,191     (186)              
Other                 (192)        987            (196)      1,644              
Loss from continuing                                                            
operations before                                                               
income taxes          (263,335)    (79,911)       (193,477)   (84,693)          
Current income                                                                  
tax expense          (3,230)      (17,452)       (14,847)    (23,911)           
Future income                                                                   
tax recovery         839          29,168         5,954       30,096             
Loss from continuing                                                            
Operations            (265,726)    (68,195)       (202,370)   (78,508)          
Earnings / (loss)                                                               
from discontinued                                                               
operations    7       806          274            (1,417)     (104,282)         
Net loss              (264,920)    (67,921)       (203,787)    (182,790)        
(1) Stock option and                                                            
restricted share                                                                
expense (non-cash)                                                              
included in                                                                     
general and                                                                     
administrative  10    2,298        4,483          3,764        10,597           
Loss per share from continuing operation                                        
Basic and diluted       (0.57)      (0.15)       (0.43)        (0.17)           
Earnings / (loss) earnings per share from discontinued operations               
Basic and diluted       0.00         0.00        (0.00)        (0.22)           
Net loss per share                                                              
Basic and diluted       (0.56)       (0.15)       (0.43)       (0.39)           
Weighted average number of shares (in thousands)                                
Basic and                                                                       
diluted  14           469,690      468,166      469,652       467,809           
The accompanying notes form an integral part of these Interim Consolidated      
Financial Statements                                                            
Uranium One Inc.                                                                
Interim Consolidated Statements of Changes in Equity                            
As at June 30, 2009 and December 31, 2008                                       
(in United States dollars)                                                      
Share capital    Contributed      Equity                        
                $`000            surplus          component of                  
                                 $`000            convertible                   
                                                  debentures                    
$`000                         
Balance as at    3,496,884        134,387          46,480                       
January 1, 2008                                                                 
Net loss for     -                -                -                            
the year                                                                        
Stock options    -                15,423           -                            
and restricted                                                                  
shares vested                                                                   
Exercise of      15,791           (11,460)         -                            
warrants                                                                        
Exercise of      10,149           (6,748)          -                            
stock options                                                                   
and restricted                                                                  
shares                                                                          
Unrealized loss  -                -                -                            
recognized on                                                                   
translation of                                                                  
self-sustaining                                                                 
foreign                                                                         
operations                                                                      
Unrealized loss  -                -                -                            
recognized on                                                                   
translation of                                                                  
self-sustaining                                                                 
foreign                                                                         
discontinued                                                                    
operations                                                                      
Realized loss    -                -                -                            
on sale of Gold                                                                 
One1                                                                            
Fair value       -                -                -                            
adjustments on                                                                  
available for                                                                   
sale securities                                                                 
and realized                                                                    
loss on sale                                                                    
Balance as at    3,522,824        131,602          46,480                       
December 31,                                                                    
2008                                                                            
Net earnings     -                -                -                            
for the period                                                                  
Stock options    -                3,764            -                            
and restricted                                                                  
shares vested                                                                   
Exercise of      1,910            (1,712)          -                            
stock options                                                                   
and restricted                                                                  
shares                                                                          
Unrealized gain  -                -                -                            
recognized on                                                                   
translation of                                                                  
self-sustaining                                                                 
foreign                                                                         
operations                                                                      
Realized loss    -                -                -                            
on sale of Gold                                                                 
One1                                                                            
Fair value       -                -                -                            
adjustments on                                                                  
available for                                                                   
sale securities                                                                 
and realized                                                                    
gain on sale                                                                    
Realized loss    -                -                -                            
on sale of                                                                      
Uranium One                                                                     
Africa (note                                                                    
3.3)                                                                            
Balance as at    3,524,734        133,654          46,480                       
June 30, 2009                                                                   
                 Accumulated       Deficit            Total                     
                 other comprehen-  $`000              $`000                     
sive income /                                                  
                 (loss)                                                         
                 $`000                                                          
Balance as at     51,967            (46,813)           3,682,905                
January 1, 2008                                                                 
Net loss for the  -                 (2,455,847)        (2,455,847)              
year                                                                            
Stock options     -                 -                  15,423                   
and restricted                                                                  
shares vested                                                                   
Exercise of       -                 -                  4,331                    
warrants                                                                        
Exercise of       -                 -                  3,401                    
stock options                                                                   
and restricted                                                                  
shares                                                                          
Unrealized loss   (282,170)         -                  (282,170)                
recognized on                                                                   
translation of                                                                  
self-sustaining                                                                 
foreign                                                                         
operations                                                                      
Unrealized loss   (27,480)          -                  (27,480)                 
recognized on                                                                   
translation of                                                                  
self-sustaining                                                                 
foreign                                                                         
discontinued                                                                    
operations                                                                      
Realized loss on  10,163            -                  10,163                   
sale of Gold                                                                    
One1                                                                            
Fair value        (188)             -                  (188)                    
adjustments on                                                                  
available for                                                                   
sale securities                                                                 
and realized                                                                    
loss on sale                                                                    
Balance as at     (247,708)         (2,502,660)        950,538                  
December 31,                                                                    
2008                                                                            
Net earnings for  -                 (203,787)          (203,787)                
the period                                                                      
Stock options     -                 -                  3,764                    
and restricted                                                                  
shares vested                                                                   
Exercise of       -                 -                  198                      
stock options                                                                   
and restricted                                                                  
shares                                                                          
Unrealized gain   12,891            -                  12,891                   
recognized on                                                                   
translation of                                                                  
self-sustaining                                                                 
foreign                                                                         
operations                                                                      
Realized loss on  11,383            -                  11,383                   
sale of Gold                                                                    
One1                                                                            
Fair value        307               -                  307                      
adjustments on                                                                  
available for                                                                   
sale securities                                                                 
and realized                                                                    
gain on sale                                                                    
Realized loss on  234,513           -                  234,513                  
sale of Uranium                                                                 
One Africa (note                                                                
3.3)                                                                            
Balance as at     11,386            (2,706,447)        1,009,807                
June 30, 2009                                                                   
The accompanying notes form an integral part of these Interim Consolidated      
Financial Statements                                                            
(1) Gold One International Limited "Gold One", (formerly Aflease Gold)          
Uranium One Inc.                                                                
Interim Consolidated Statements of Comprehensive Income / (Loss)                
For the three and six months ended June 30, 2009 and June 30, 2008              
(in United States dollars)                                                      
                       Three months ended   Six months ended                    
                Notes  Jun 30,    Jun 30,   Jun 30,   Jun 30,                   
2009       2008      2009      2008                      
                       $`000      $`000     $`000     $`000                     
Net loss                (264,920)  (67,921)  (203,787) (182,790)                
Unrealized gain         12,084     64,946    12,891    (164,640)                
/ (loss)                                                                        
recognized on                                                                   
translation of                                                                  
self-sustaining                                                                 
foreign                                                                         
operations                                                                      
Unrealized gain         -          3,341     -         (26,070)                 
/ (loss)                                                                        
recognized on                                                                   
translation of                                                                  
self-sustaining                                                                 
foreign                                                                         
discontinued                                                                    
operations                                                                      
Realized loss           543        9,920     11,383    9,920                    
on sale of Gold                                                                 
One                                                                             
Realized loss    3.3    234,513    -         234,513   -                        
on sale of                                                                      
Uranium One                                                                     
Africa                                                                          
Fair value              184        102       307       (953)                    
adjustments on                                                                  
available for                                                                   
sale securities                                                                 
Realized loss /         -          14        -         (176)                    
(gain) on sale                                                                  
of available                                                                    
for sale                                                                        
securities, net                                                                 
of tax                                                                          
Comprehensive           (17,596)   10,402    55,307    (364,709)                
income / (loss)                                                                 
Interim Consolidated Statements of Accumulated Other Income / (Loss)            
As at June 30, 2009 and December 31, 2008                                       
(in United States dollars)                                                      
Jun 30, 2009  Dec 31, 2008              
                                        $`000         $`000                     
Accumulated other comprehensive (loss)   (247,708)     51,967                   
/ income at January 1                                                           
Other comprehensive income / (loss)      259,094       (299,675)                
for the period                                                                  
                                        11,386        (247,708)                 
                                                                                
Components of accumulated other                                                 
comprehensive loss at the end of the                                            
period:                                                                         
Unrealized foreign exchange adjustment   12,770        (234,634)                
- continuing operations                                                         
Unrealized foreign exchange adjustment   (1,691)       (13,074)                 
- discontinued operations                                                       
Available for sale marketable            307           -                        
securities and investments                                                      
                                        11,386        (247,708)                 
The accompanying notes form an integral part of these Interim Consolidated      
Financial Statements                                                            
Uranium One Inc.                                                                
Interim Consolidated Statements of Cash Flows                                   
For the three and six months ended June 30, 2009 and June 30, 2008              
(in United States dollars)                                                      
Three months ended   Six months ended                    
                       Jun 30,    Jun 30,   Jun 30,     Jun 30,                 
                       2009       2008      2009        2008                    
                Notes  $`000      $`000     $`000       $`000                   
Net earnings /          (265,726)  (68,195)  (202,370)   (78,508)               
(loss) from                                                                     
continuing                                                                      
operations                                                                      

Items not                                                                       
affecting cash:                                                                 
- Depreciation          5,251      6,960     17,282      9,891                  
and depletion                                                                   
- Impairment of         251,064    105,089   251,064     105,089                
mineral                                                                         
interests,                                                                      
plant and                                                                       
equipment                                                                       
- Stock option   10     2,298      4,483     3,764       10,597                 
and restricted                                                                  
share expense                                                                   
- Interest              1,242      659       3,679       4,350                  
accrued on                                                                      
loans and                                                                       
debentures                                                                      
- Unrealized     12     2,802      (1,431)   (68,121)    (3,644)                
foreign                                                                         
exchange (gain)                                                                 
/ loss                                                                          
- Future income         (839)      (29,168)  (5,954)     (30,096)               
tax recovery                                                                    
- Loss / (gain)         8          (8,602)   8           (7,467)                
on sale of                                                                      
available for                                                                   
sale securities                                                                 
- Other                 190        298       1,529       194                    
Movement in non- 13     (15,589)   (43,723)  (7,000)     (4,577)                
cash working                                                                    
capital                                                                         
Cash flows from         (19,299)   (33,630)  (6,119)     5,829                  
operating                                                                       
activities                                                                      
                                                                                
Acquisition of          (17,523)   (68,420)  (27,706)    (122,437)              
mineral                                                                         
interests,                                                                      
plant and                                                                       
equipment                                                                       
Advance cash            (1,864)    -         (3,166)     -                      
payment for                                                                     
other assets                                                                    
Cash advance            (2,656)              (5,385)                            
for sulphuric                                                                   
acid plant                                                                      
investment                                                                      
Proceeds on             1,699      -         14,698      -                      
sale of Gold                                                                    
One                                                                             
Proceeds on             1,493      -         5,172       -                      
sale of mineral                                                                 
interests,                                                                      
plant and                                                                       
equipment                                                                       
Uranium                 8,361      -         5,954       -                      
transactions                                                                    
Proceeds on             -          22,550    -           24,927                 
sale of                                                                         
available for                                                                   
sale securities                                                                 
Cash proceeds           3,500      4,667     8,167       14,434                 
from joint                                                                      
ventures                                                                        
Other                   -          (151)     -           (953)                  
Cash flows used         (6,990)    (41,354)  (2,266)     (84,029)               
in investing                                                                    
activities                                                                      
Cash flows from         -          43,456    -           43,456                 
investing                                                                       
activities of                                                                   
discontinued                                                                    
operations                                                                      
                                                                                
Common shares           190        2,645     190         4,788                  
issued, net of                                                                  
issue costs                                                                     
Financing fees          -          (5,666)   -           (5,666)                
Loans received   4.1    -          6,000     12,000      12,000                 
by Kyzylkum                                                                     
UPC loan                1,094      -         1,094       -                      
received                                                                        
Cash flows from         1,284      2,979     13,284      11,122                 
financing                                                                       
activities                                                                      
                                                                                
Effects of              5,029      1,471     2,810       (2,822)                
exchange rate                                                                   
changes on cash                                                                 
and cash                                                                        
equivalents                                                                     
Net (decrease)          (19,976)   (27,078)  7,709       (26,444)               
/ increase in                                                                   
cash and cash                                                                   
equivalents                                                                     
from continuing                                                                 
operations                                                                      
Cash and cash           203,910    160,226   176,225     159,592                
equivalents at                                                                  
the beginning                                                                   
of the period                                                                   
Cash and cash           183,934    133,148   183,934     133,148                
equivalents at                                                                  
the end of the                                                                  
period                                                                          
Cash flows of discontinued operations                                           
Cash flows from operating    -       -       -        (6,941)                   
activities                                                                      
Cash flows used in           -       -       -        (5,351)                   
investing activities                                                            
Cash flows used in           -       -       -        (13,741)                  
financing activities                                                            
Supplemental cash flow information (note 13)                                    
The accompanying notes form an integral part of these Interim Consolidated      
Financial Statements                                                            
Uranium One Inc.                                                                
Notes to the Interim Consolidated Financial Statements                          
As at June 30, 2009 and December 31, 2008                                       
(in United States dollars)                                                      
1    NATURE OF OPERATIONS                                                       
Uranium One Inc. ("Uranium One"), its subsidiaries and joint ventures           
(collectively, the "Corporation") is a Canadian 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, the United States, Australia and South     
Africa.                                                                         
Through the Betpak Dala joint venture, Uranium One owns a 70% interest in the   
Akdala and South Inkai uranium mines in Kazakhstan.  The Corporation holds a    
30% interest in the Kyzylkum joint venture, which owns the Kharasan Project in  
Kazakhstan.  In the United States, the Corporation owns projects in the Powder  
River and Great Divide basins in Wyoming.  The Corporation owns a 51% interest  
in the Honeymoon Uranium Project in Australia.  The Corporation owns, either    
directly or through joint ventures, a large portfolio of uranium exploration    
properties in the western United States, South Australia, South Africa, and     
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, 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, 2008, 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 financial statements include the accounts of Uranium One, 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 as at June     
30, 2009:                                                                       
Operating mine:                                                                 
      Entity      Mineral             Location   Ownership  Status              
                  property/Operation                                            
      Betpak      Akdala Mine         Kazakhstan 70%        Proportionately     
Dala LLP                                              consolidated        
      Betpak      South Inkai         Kazakhstan 70%        Proportionately     
      Dala LLP    Mine(1)                                   consolidated        
Advanced development projects:                                                  
Entity      Mineral             Location   Ownership  Status              
                  property/Operation                                            
      Kyzylkum    Kharasan Project    Kazakhstan 30%        Proportionately     
      LLP                                                   consolidated        
The Corporation is also developing the following mineral properties:            
      Entity       Mineral             Location  Ownership  Status              
                   property/Operation                                           
      Energy       United States       United    100%       Consolidated        
Metals Corp  development         States                                   
      (US)         projects                                                     
      Honeymoon    Honeymoon Project   Australia 51%        Proportionately     
      Uranium                                               consolidated        
Project                                                                   
      Joint                                                                     
      Venture                                                                   
(1) South Inkai commenced commercial operations on January 1, 2009              
2.2  Adoption of new standards and recent accounting pronouncements             
Goodwill and intangible assets                                                  
Effective January 1, 2009, the Corporation adopted the new Canadian Institute   
of Chartered Accountants ("CICA") Section 3064 - "Goodwill and Intangible       
Assets", which aligns Canadian GAAP for goodwill and intangible assets with     
IFRS.  The new standard provides more comprehensive guidance on intangible      
assets, in particular for internally developed intangible assets.  CICA         
Standards concerning goodwill are unchanged from the standards included in      
CICA Section 3062.  On adoption of CICA Section 3064, Emerging Issues           
Committee Abstract 27 - "Revenues and expenditures during the pre-operating     
period" no longer applies to the Corporation.  The adoption of this standard    
did not have a material impact on the Corporation`s consolidated financial      
statements.                                                                     
International Financial Reporting Standards (IFRS)                              
In February 2008, the Canadian Accounting Standards Board confirmed that        
publicly accountable enterprises will be required to adopt IFRS for fiscal      
years beginning on or after January 1, 2011, with earlier adoption permitted.   
Accordingly, the conversion to IFRS will be applicable to the Corporation`s     
reporting no later than in the first quarter of 2011, with restatement of       
comparative information presented.  The conversion to IFRS will impact the      
Corporation`s accounting policies, information technology and data systems,     
internal control over financial reporting, and disclosure controls and          
procedures.  The transition may also impact business activities, such as        
foreign currency, certain contractual arrangements, debt covenants and capital  
requirements.  The Corporation is currently evaluating the future impact of     
IFRS on its financial statements and will continue to invest in training and    
additional resources to ensure a successful conversion.                         
Business combinations                                                           
CICA Section 1582 - "Business Combinations", which replaces CICA Section 1581   
- "Business Combinations", establishes standards for the accounting for a       
business combination.  It is the Canadian GAAP equivalent to International      
Financial Reporting Standard IFRS 3, Business Combinations.  This standard is   
effective for the Corporation for interim and annual financial statements       
beginning on January 1, 2011.  Early adoption is permitted.  The Corporation    
has not yet determined the impact of the adoption of this standard on its       
consolidated financial statements.                                              
Consolidated financial statements and non-controlling interests                 
CICA Section 1601 - "Consolidated Financial Statements" and Section 1602 -      
"Non-controlling Interests" replaces CICA Section 1600.  CICA Section 1601      
establishes standards for the preparation of consolidated financial             
statements.  CICA Section 1602 establishes standards for accounting for a non-  
controlling interest in a subsidiary in consolidated financial statements       
subsequent to a business combination.  CICA Section 1602 is equivalent to the   
corresponding provisions of International Financial Reporting Standard IAS 27,  
Consolidated and Separate Financial Statements.  These standards are effective  
for the Corporation for interim and annual financial statements beginning on    
January 1, 2011.  Early adoption is permitted.  The Corporation has not yet     
determined the impact of the adoption of these standards on its consolidated    
financial statements.                                                           
Credit risk and fair value of financial assets and financial liabilities        
In January 2009, the CICA issued Emerging Issues ("EIC") Abstract 173 -         
"Credit Risk and the Fair Value of Financial Assets and Financial Liabilities"  
("EIC-173").  EIC-173 provides guidance on how to take into account credit      
risk of an entity and counterparty when determining the fair value of           
financial assets and financial liabilities, including derivative instruments.   
EIC-173 is applicable for the Corporation`s interim and annual consolidated     
financial statements for its fiscal year ending December 31, 2009, with         
retrospective application.  The adoption of EIC-173 did not result in a         
material impact on the Corporation`s consolidated financial statements.         
Mining exploration costs                                                        
In March 2009, the CICA issued EIC Abstract 174 - "Mining Exploration Costs"    
("EIC-174") which supercedes EIC Abstract 126 - Accounting by Mining            
Enterprises for Exploration Costs ("EIC-126"), to provide additional guidance   
for mining exploration enterprises on the accounting for capitalization of      
exploration costs and when an impairment test of these costs is required.  EIC- 
174 is applicable for the Corporation`s interim and annual consolidated         
financial statements for its fiscal year ending December 31, 2009, with         
retrospective application.  The adoption of EIC-174 did not result in a         
material impact on the Corporation`s consolidated financial statements.         
3    ACQUISITIONS AND DISPOSALS                                                 
3.1  Acquistion of Karatau Uranium Mine                                         
Uranium One announced on June 15, 2009 the signing of a definitive purchase     
agreement to acquire a 50% joint venture interest in the Karatau Uranium Mine   
("Karatau") in Kazakhstan from JSC Atomredmetzoloto ("ARMZ"), the Russian       
state-owned uranium mining company. The other 50% joint venture interest in     
Karatau is held by JSC NAC Kazatomprom, the Kazakh-stated owned uranium mining  
company.                                                                        
The purchase price will be paid by way of the issuance of 117 million common    
shares of Uranium One and a cash payment of $90 million (or equivalent          
promissory note). The purchase agreement also provides for contingent payments  
to ARMZ of up to $60 million, payable in three equal tranches over the period   
between 2010 and 2012 subject to certain post-closing tax related adjustments.  
Upon closing of the Karatau acquisition (after giving effect to the C$270       
million investment of the Japanese consortium), ARMZ will hold an indirect      
16.6% interest in Uranium One. ARMZ has agreed to a standstill covenant under   
which it may not (subject to certain exceptions), without Uranium One`s prior   
consent, for a period of at least five years from closing acquire more than     
19.95% of Uranium One`s outstanding common shares.                              
The acquisition is subject to completion of a legal due diligence review by     
ARMZ. The acquisition is not subject to technical or financial due diligence    
conditions. Closing is also subject to the approval of the Kazakh regulatory    
authorities and to certain other regulatory and stock exchange regulatory       
approvals, as well as other usual and customary closing conditions. Uranium     
One expects to close the acquisition by the end of Q4, 2009.                    
3.2  Acquisition of Christensen Ranch and Irigaray                              
The Corporation entered into a definitive agreement on August 7, 2009 to        
acquire 100% of the MALCO Joint Venture ("MALCO") from wholly-owned             
subsidiaries of AREVA and Electricite de France for $35 million in cash. The    
assets of MALCO include the licensed and permitted Irigaray ISR central         
processing plant, the Christensen Ranch satellite ISR facility and associated   
U3O8 resources located in the Powder River Basin of Wyoming.                    
The acquisition is subject to regulatory approvals including U.S. Nuclear       
Regulatory Commission, Wyoming Department of Environmental Quality, Texas       
Commission on Environmental Quality and the Committee on Foreign Investment in  
the United States.  Closing is also subject to a financing condition which the  
Corporation expects will be satisfied by the completion of the private          
placement to the Japanese consortium.                                           
3.3  Assets held for sale                                                       
Uranium One Africa                                                              
The Corporation committed to a plan to sell Uranium One Africa Limited,         
("Uranium One Africa"), a fully owned subsidiary of the Corporation. Uranium    
One Africa owns the Dominion Uranium Project, which the Corporation has placed  
on care and maintenance during the third quarter of 2008.                       
The Corporation estimates it will receive cash proceeds of $38.5 million, net   
of costs on the sale. The net carrying value of the investment of $45.0         
million was impaired to the estimated proceeds of $38.5 million, resulting in   
an impairment of $6.5 million. The Corporation had an accumulated unrealized    
translation loss relating to Uranium One Africa of $234.5 million, which was    
released through the statement of operations as a result of the                 
reclassification of the Corporation`s investment in Uranium One Africa to       
assets held for sale.                                                           
Other properties                                                                
The Corporation committed to a plan to sell some of its non-producing           
properties during the quarter and have classified them as held for sale. The    
fair value of these assets was determined to be $13.1 million and an            
impairment of $10.0 million was recognized.                                     
                                                                                
    June 30, 2009    Dominion         Other         Total                       
properties                                
                     $`000            $`000         $`000                       
    Total assets     51,121           14,461        65,582                      
    Total            (12,621)         (1,411)       (14,032)                    
liabilities                                                                 
    Net carrying     38,500           13,050        51,550                      
    value                                                                       
                                                                                
Net carrying     45,028           23,073        68,101                      
    value before                                                                
    impairment                                                                  
    Accumulated      234,513          -             234,513                     
translation                                                                 
    losses                                                                      
    Carrying value   279,541          23,073        302,614                     
    as at June 30,                                                              
2009                                                                        
    Impairment       (241,041)        (10,023)      (251,064)                   
    Estimated        38,500           13,050        51,550                      
    recoverable                                                                 
amount, net of                                                              
    costs                                                                       
4    JOINT VENTURES                                                             
4.1  Proportionate interests in joint ventures                                  
The Corporation owns the following interests in joint ventures:                 
    Betpak Dala                       70%                                       
    Kyzylkum                          30%                                       
    Honeymoon                         51%                                       
Australia                         51%                                       
    Exploration                                                                 
The Corporation`s proportionate share of the assets and liabilities of the      
joint ventures are as follows:                                                  
As at June  Betpak     Kyzylkum   Honeymoon Australia  Total                  
  30, 2009    Dala                            explorati                         
                                              on                                
              $`000      $`000      $`000     $`000      $`000                  
Cash        7,100      875        2,307     344        10,626                 
  Other       71,225     490        465       29         72,209                 
  current                                                                       
  assets                                                                        
Mineral     660,501    202,794    34,622    16,498     914,415                
  interests,                                                                    
  plant and                                                                     
  equipment                                                                     
Other       2,653      1,538      24        -          4,215                  
  assets                                                                        
  Current     (11,785)   (4,267)    (1,505)   (79)       (17,636)               
  liabilities                                                                   
Long term   (44)       (47,544)   (21)      -          (47,609)               
  debt (1)                                                                      
  Other       (1,554)    (500)      -         -          (2,054)                
  Future      (213,944)  (57,827)   (3,498)   -          (275,269)              
income                                                                        
  taxes                                                                         
  Asset       (3,645)    (101)      (270)     -          (4,016)                
  retirement                                                                    
obligation                                                                    
  Net Assets  510,507    95,458     32,124    16,792     654,881                
In addition to the $35 million loan (note 4.2) from the Corporation, Kyzylkum   
negotiated unsecured bank loan facilities totaling $160 million in prior        
periods.  One facility, in the amount of $70 million, was obtained from the     
Japan Bank for International Cooperation ("JBIC") and the other facility, in    
the amount of $90 million, was obtained from Citibank.  These facilities were   
fully drawn down as at June 30, 2009, and the Corporation`s share of these      
facilities is $48 million.                                                      
   As at         Betpak Dala  Kyzylkum  Honeymoo  Australia     Total           
   December 31,                         n         exploration                   
   2008                                                                         
$`000        $`000     $`000     $`000         $`000           
   Cash          725          92        -         -             817             
   Other         8,641        656       16        -             9,313           
   current                                                                      
assets                                                                       
   Mineral       700,006      193,019   26,017    12,603        931,645         
   interests,                                                                   
   plant and                                                                    
equipment                                                                    
   Other assets  703          4,005     -         -             4,708           
   Current       (18,098)     (3,084)   (653)     -             (21,835)        
   liabilities                                                                  
Long term     (54)         (35,453)  (11)      -             (35,518)        
   debt                                                                         
   Other long    (1,582)      (556)     -         -             (2,138)         
   term                                                                         
liabilities                                                                  
   Future        (270,411)    (72,019)  (3,271)   -             (345,701)       
   income taxes                                                                 
   Asset         (4,609)      (117)     (223)     -             (4,949)         
retirement                                                                   
   obligation                                                                   
   Net Assets    415,321      86,543    21,875    12,603        536,342         
The Corporation`s proportionate share of revenue, expenses, net earnings /      
(loss) and cash flows for the periods ended June 30, 2009 and 2008 are as       
follows:                                                                        
Three months ended June 30, 2009                                                
                 Betpak      Kyzylku   Honeymo  Australian    Total             
Dala        m         on       exploration                     
                 $`000       $`000     $`000    $`000         $`000             
    Revenue      18,557      -         -        -             18,557            
    Expenses     (11,886)    263       21       (292)         (11,894)          
and other                                                                   
    income                                                                      
    Foreign      (2,249)     (641)     -        -             (2,890)           
    exchange                                                                    
loss                                                                        
    Earnings /   4,422       (378)     21       (292)         3,773             
    (loss)                                                                      
    before                                                                      
income                                                                      
    taxes                                                                       
    Current      (3,022)     (6)       -        -             (3,028)           
    income tax                                                                  
expense                                                                     
    Future       (242)       -         -        -             (242)             
    income tax                                                                  
    expense                                                                     
Earnings /   1,158       (384)     21       (292)         503               
    (loss)                                                                      
                                                                                
    Cash flows   (14,038)    449       80       (173)         (13,682)          
(used in) /                                                                 
    from                                                                        
    operating                                                                   
    activities                                                                  
Cash flows   (4,364)     (5,209)   (1,604)  -             (11,177)          
    used in                                                                     
    investing                                                                   
    activities                                                                  
Cash flows   -           -         -        -             -                 
    from                                                                        
    financing                                                                   
    activities                                                                  
Net          (18,402)    (4,760)   (1,524)  (173)         (24,859)          
    (decrease)                                                                  
    / increase                                                                  
    in cash                                                                     
Three months ended June 30, 2008                                            
                                                                                
                   Betpak Dala    Kyzylkum       Total                          
                   $`000          $`000          $`000                          
Revenue        49,390         -              49,390                         
    Expenses and   (16,877)       57             (16,820)                       
    other income                                                                
    Foreign        (3)            (4)            (7)                            
exchange loss                                                               
    Earnings /     32,510         53             32,563                         
    (loss) before                                                               
    income taxes                                                                
Current        (15,230)       (11)           (15,241)                       
    income tax                                                                  
    expense                                                                     
    Future income  2,549          -              2,549                          
tax recovery                                                                
    Earnings /     19,829         42             19,871                         
    (loss)                                                                      
                                                                                
Cash flows     12,076         243            12,319                         
    from / (used                                                                
    in) operating                                                               
    activities                                                                  
Cash flows     (14,391)       (158)          (14,549)                       
    used in                                                                     
    investing                                                                   
    activities                                                                  
Cash flows     85             4,008          4,093                          
    (used in) /                                                                 
    from                                                                        
    financing                                                                   
activities                                                                  
    Net increase   (2,230)        4,093          1,863                          
    / (decrease)                                                                
    in cash                                                                     
Six months ended June 30, 2009                                                  
                 Betpak     Kyzylkum  Honeymo  Austra  Total                    
                 Dala                 on       lian                             
                                               explor                           
ation                            
                 $`000      $`000     $`000    $`000   $`000                    
    Revenue      61,526     -         -        -       61,526                   
    Expenses     (38,613)   (9)       30       (481)   (39,073)                 
and other                                                                   
    income                                                                      
    Foreign      56,955     12,534    -        -       69,489                   
    exchange                                                                    
gain                                                                        
    Earnings /   79,868     12,525    30       (481)   91,942                   
    (loss)                                                                      
    before                                                                      
income                                                                      
    taxes                                                                       
    Current      (12,725)   (9)       -        -       (12,734)                 
    income tax                                                                  
expense                                                                     
    Future       3,004      -         -        -       3,004                    
    income tax                                                                  
    recovery                                                                    
Earnings /   70,147     12,516    30       (481)   82,212                   
    (loss)                                                                      
                                                                                
    Cash flows   11,989     374       200      (226)   12,337                   
from /                                                                      
    (used in)                                                                   
    operating                                                                   
    activities                                                                  
Cash flows   (5,634)    (11,604)  (2,602)  -       (19,840)                 
    used in                                                                     
    investing                                                                   
    activities                                                                  
Cash flows   -          12,000    -        -       12,000                   
    from                                                                        
    financing                                                                   
    activities                                                                  
Net          6,355      770       (2,402)  (226)   4,497                    
    increase /                                                                  
    (decrease)                                                                  
    in cash                                                                     
Six months ended June 30, 2008                                              
                                                                                
                   Betpak Dala    Kyzylkum       Total                          
                   $`000          $`000          $`000                          
Revenue        71,907         -              71,907                         
    Expenses and   (21,826)       11             (21,815)                       
    other income                                                                
    Foreign        (121)          (11)           (132)                          
exchange loss                                                               
    Earnings /     49,960         -              49,960                         
    (loss) before                                                               
    income taxes                                                                
Current        (21,572)       (44)           (21,616)                       
    income tax                                                                  
    expense                                                                     
    Future income  3,649          -              3,649                          
tax recovery                                                                
    Earnings /     32,037         (44)           31,993                         
    (loss)                                                                      
                                                                                
Cash flows     46,893         (65)           46,828                         
    from / (used                                                                
    in) operating                                                               
    activities                                                                  
Cash flows     (26,789)       (4,306)        (31,095)                       
    used in                                                                     
    investing                                                                   
    activities                                                                  
Cash flows     (11,796)       8,152          (3,644)                        
    (used in) /                                                                 
    from                                                                        
    financing                                                                   
activities                                                                  
    Net increase   8,308          3,781          12,089                         
    / (decrease)                                                                
    in cash                                                                     
4.2  Loans to joint ventures                                                    
                                         Jun 30,    Dec 31,                     
                                         2009       2008                        
                                         $`000      $`000                       
Kyzylkum                                                                    
    Current portion                      -          19,158                      
    Long term portion                    25,251     14,000                      
    Total                                25,251     33,158                      

Kyzylkum loan                                                                   
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.  The loans bear interest at LIBOR plus 1.5% per   
annum, with interest payable on a semi-annual basis, commencing within two      
years of initial funding.                                                       
                                        Jun 30,     Dec 31,                     
2009        2008                        
                                        $`000       $`000                       
    Balance at January 1                46,666      73,333                      
                                                                                
Repaid during the period            (11,666)    (26,667)                    
                                        35,000      46,666                      
    Interest accrued                    1,073       702                         
                                        36,073      47,368                      

    Less: elimination of proportionate  (10,822)    (14,210)                    
    share - 30%                                                                 
                                        25,251      33,158                      
Less: current portion               -           (19,158)                    
    Long term portion                   25,251      14,000                      
The loans to Kyzylkum are unsecured.                                            
5    INVENTORIES                                                                
Jun 30,     Dec 31,                     
                                        2009        2008                        
                                        $`000       $`000                       
 Finished uranium concentrates          23,281      5,401                       
Solutions and concentrates in process  15,707      2,584                       
 Product inventory                      38,988      7,985                       
 Materials and supplies                 7,365       9,405                       
                                        46,353      17,390                      
All operating expenses and depreciation and depletion are expensed through      
inventory.                                                                      
 6    MINERAL INTERESTS, PLANT AND EQUIPMENT                                    
                                                                                
June 30, 2009                        Accumulated   Net                         
                                                    carrying                    
                             Cost     amortization  amount                      
                             $`000    $`000         $`000                       
Mineral interests           1,038,9  (66,351)      972,563                     
                             14                                                 
 Plant and equipment         258,434  (24,082)      234,352                     
                             1,297,3  (90,433)      1,206,915                   
48                                                 
                                                                                
 December 31, 2008                    Accumulated    Net                        
                                                     carrying                   
Cost      amortization   amount                     
                            $`000     $`000          $`000                      
 Mineral interests          1,035,043 (46,850)       988,193                    
 Plant and equipment        312,360   (15,138)       297,222                    
1,347,403 (61,988)       1,285,415                  
A summary by property of the net book value is as follows:                      
 June 30,              Mineral interests                                        
 2009                                                                           
Depleta  Non-        Total                               
                       ble      depletable                                      
              Country  $`000    $`000       $`000                               
 Akdala Mine  Kazakhs  85,570   74,358      159,928                             
tan                                                               
 South Inkai  Kazakhs  203,394  181,068     384,462                             
 Mine         tan                                                               
 Kharasan     Kazakhs  -        144,956     144,956                             
Project      tan                                                               
 United       United   -        92,434      92,434                              
 States       States                                                            
 development                                                                    
projects                                                                       
 United       United   -        121,019     121,019                             
 States       States                                                            
 exploration                                                                    
projects                                                                       
 United       United   -        39,215      39,215                              
 States       States                                                            
 conventiona                                                                    
l mining                                                                       
 projects                                                                       
 Honeymoon    Austral  -        28,812      28,812                              
 Project      ia                                                                
Corporate             -        1,737       1,737                               
 and other                                                                      
 Total                 288,964  683,599     972,563                             
 June 30, 2009                                                                  
Plant and equipment   Total                  
                   Country         $`000                 $`000                  
 Akdala Mine       Kazakhstan      26,544                186,472                
 South Inkai Mine  Kazakhstan      89,179                473,641                
Kharasan Project  Kazakhstan      57,838                202,794                
 United States     United States   22,162                114,596                
 development                                                                    
 projects                                                                       
United States     United States   -                     121,019                
 exploration                                                                    
 projects                                                                       
 United States     United States   1,532                 40,747                 
conventional                                                                   
 mining projects                                                                
 Honeymoon         Australia       22,308                51,120                 
 Project                                                                        
Corporate and                     14,789                16,526                 
 other                                                                          
 Total                             234,352               1,206,915              
 December 31, 2008        Mineral interests                                     
Non-                                      
                          Depletable  depletable Total                          
               Country    $`000       $`000      $`000                          
 Akdala Mine   Kazakhstan 92,739      74,358     167,097                        
South Inkai   Kazakhstan -           396,963    396,963                        
 Mine                                                                           
 Kharasan      Kazakhstan -           144,722    144,722                        
 Project                                                                        
Dominion      South      -           -          -                              
 Project       Africa                                                           
 United        United     -           90,255     90,255                         
 States        States                                                           
development                                                                    
 projects                                                                       
 United        United     -           122,586    122,586                        
 States        States                                                           
exploration                                                                    
 projects                                                                       
 Hobson        United     -           -          -                              
 Facility and  States                                                           
La Palangana                                                                   
 Project                                                                        
 United        United     -           39,215     39,215                         
 States        States                                                           
conventional                                                                   
 mining                                                                         
 projects                                                                       
 Honeymoon     Australia  -           25,652     25,652                         
Project                                                                        
 Corporate                -           1,703      1,703                          
 and other                                                                      
 Total                    92,739      895,454    988,193                        
December 31, 2008                                                              
                                Plant and      Total                            
                                equipment                                       
                                                                                
$`000          $`000                            
 Akdala Mine    Akdala Mine     28,622         195,719                          
 South Inkai    South Inkai     107,017        503,980                          
 Mine           Mine                                                            
Kharasan       Kharasan        48,296         193,018                          
 Project        Project                                                         
 Dominion       Dominion        44,586         44,586                           
 Project        Project                                                         
United States  United States   15,589         105,844                          
 development    development                                                     
 projects       projects                                                        
 United States  United States   -              122,586                          
exploration    exploration                                                     
 projects       projects                                                        
 Hobson         Hobson          22,026         22,026                           
 Facility and   Facility and                                                    
La Palangana   La Palangana                                                    
 Project        Project                                                         
 United States  United States   1,497          40,712                           
 conventional   conventional                                                    
mining         mining                                                          
 projects       projects                                                        
 Honeymoon      Honeymoon       12,967         38,620                           
 Project        Project                                                         
Corporate and  Corporate and   16,622         18,324                           
 other          other                                                           
 Total          Total           297,222        1,285,415                        
7    OTHER ASSETS                                                               
Jun 30,      Dec 31,                  
                                          2009         2008                     
                                          $`000        $`000                    
 Current                                                                        
Purchased uranium concentrates           2,562        9,743                    
 Future income tax assets                 1,206        1,206                    
 Reclamation bond payment on behalf       -            1,094                    
 of UPC joint venture                                                           
3,768        12,043                   
                                                                                
 Non-current                                                                    
 Asset retirement fund                    13,561       19,939                   
Advances for future services             -            10,054                   
 Borrowed uranium concentrates            10,400       8,621                    
 Advances for investment in sulphuric     11,344       5,959                    
 acid plant                                                                     
Advances for plant and equipment         2,790        3,938                    
 Long term deposits and guarantees        318          2,489                    
 Available for sale securities            1,055        593                      
 Discontinued operations                  1,167        9,024                    
Other                                    4,226        2,359                    
                                          44,861       62,976                   
Borrowed uranium concentrates                                                   
The Corporation entered into a uranium concentrates borrowing agreement to      
mitigate the risk of delivery delays, enabling the Corporation to meet its      
contractual obligations in terms of current uranium sales contracts.  The       
asset represents the borrowed uranium concentrates, which are held at a         
conversion facility in the Corporation`s account.  The asset is recorded at     
its fair value.  A corresponding financial liability, which was classified as   
held for trading, is also carried at fair value in other long-term payables.    
Purchased uranium concentrates                                                  
The Corporation entered into uranium concentrates purchasing agreements to      
ensure that it could meet its short-term contractual obligations in terms of    
uranium sales contracts for Dominion.  The asset represents the balance of the  
purchased uranium concentrates, which are held at a conversion facility in the  
Corporation`s account.  The asset is recorded at its fair value.                
Discontinued operations                                                         
During the three and six months ended June 30, 2009, the Corporation sold 7.7   
million and 162.6 million Gold One shares for proceeds of $1.8 million and      
$17.1 million, realizing a net profit of $0.8 million and a net loss of $1.4    
million, respectively.  The Corporation`s shareholding in Gold One was 4% on    
June 30, 2009.                                                                  
8    LONG TERM DEBT                                                             
 Credit facility                         Jun 30,       Dec 31,                  
2009          2008                     
                                         $`000         $`000                    
 Opening balance                         61,275        -                        
 Drawn down during the period            -             65,000                   
Financing fees deferred                 -             (5,151)                  
 Financing fees amortized                1,134         1,275                    
 Interest paid                           (652)         (386)                    
 Interest accrued                        574           537                      
Closing balance                         62,331        61,275                   
The debt can be repaid any time before June 27, 2010.  Letters of credit in     
the amount of $11.1 million have been issued under the credit facility.         
9    SHARE CAPITAL                                                              
Number of   Value of                  
 Issued and outstanding common shares     shares      shares                    
                                                      $`000                     
 Common shares on January 1, 2008         467,173,4   3,496,884                 
23                                    
 Exercise of warrants                     1,190,000   15,791                    
 Exercise of stock options                1,043,016   7,358                     
 Exercise of restricted shares            206,517     2,791                     
Common shares on December 31, 2008       469,612,9   3,522,824                 
                                          56                                    
 Exercise of stock options                135,981     1,788                     
 Exercise of restricted shares            24,241      122                       
Issued and outstanding common shares     469,773,1   3,524,734                 
 at June 30, 2009                         78                                    
On February 9, 2009, Uranium One entered into a subscription agreement with a   
corporation formed by The Tokyo Electric Power Company, Incorporated            
("TEPCO"), Toshiba Corporation, and The Japan Bank for International            
Cooperation ("JBIC") providing for the private placement of an aggregate of     
117,000,000 common shares of Uranium One, for gross proceeds of approximately   
C$270 million.                                                                  
The private placement issue price of C$2.30 per share represented a 15%         
premium to the 20-day volume weighted average price of Uranium One common       
shares on the Toronto Stock Exchange prior to the announcement of the           
transaction.                                                                    
Pursuant to the acquisition of the Karatau Uranium Mine from ARMZ (note 3.1),   
117 million common shares of Uranium One will be issued as part of the          
purchase price.                                                                 
Upon closing of the Karatau Uranium Mine acquisition and the private            
placement, both ARMZ and the Japanese consortium will have a 16.6% interest in  
Uranium One.                                                                    
10   CONTRIBUTED SURPLUS                                                        
The following table details the movement of contributed surplus during the      
period:                                                                         
                                    Restricte                                   
                                    d                                           
                        Warrants    shares     Options    Total                 
$`000       $`000      $`000      $`000                 
 As at December 31,     25,372      3,119      105,896    134,387               
 2007                                                                           
 Stock options issued   -           -          14,145     14,145                
and vested                                                                     
 Stock options          -           -          (3,957)    (3,957)               
 exercised                                                                      
 Restricted shares      -           1,278      -          1,278                 
issued and vested                                                              
 Restricted shares      -           (2,791)    -          (2,791)               
 exercised                                                                      
 Warrants exercised     (11,460)    -          -          (11,460)              
As at December 31,     13,912      1,606      116,084    131,602               
 2008                                                                           
 Stock options issued   -           -          3,389      3,389                 
 and vested                                                                     
Stock options          -           -          (1,590)    (1,590)               
 exercised                                                                      
 Restricted shares      -           375        -          375                   
 issued and vested                                                              
Restricted shares      -           (122)      -          (122)                 
 exercised                                                                      
 As at June 30, 2009    13,912      1,859      117,883      133,654             
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:                                           
                                       June 30,      Dec 31,                    
2009          2008                       
 Risk free interest rate               1.70% -       2.52% -                    
                                       2.57%         3.60%                      
 Expected dividend yield               0%            0%                         
Expected volatility of the Uranium    98% - 103%    66% - 120%                 
 One`s share price                                                              
 Expected life                         5 years       5 years                    
Stock options                                                                   
The following is a summary of options granted under the stock-based             
compensation plan:                                                              
                                                         Weighted               
                                       Number of         average                
options           exercise               
                                                         price                  
                                                         Cdn $                  
 Outstanding options as at January     20,824,788        8.55                   
1, 2008                                                                        
 Granted options                       2,559,948         3.56                   
 Exercised options                     (1,043,016)       3.74                   
 Forfeitures of stock options          (6,483,203)       9.12                   
Outstanding options as at December    15,858,517        7.82                   
 31, 2008                                                                       
 Granted options                       6,155,700         2.22                   
 Exercised options                     (135,981)         1.70                   
Forfeitures of stock options          (2,269,886)       8.00                   
 Outstanding options as at June 30,    19,608,350        6.09                   
 2009                                                                           
The stock option compensation expense for the three and six month periods       
ended June 30, 2009 was $2.2   million and $3.4 million respectively, and for   
the three and six month periods ended June 30, 2008 it was $4.0 million and     
$9.8 million. As at June 30, 2009, the aggregate unexpensed fair value of       
unvested stock options granted amounted to $9.2 million. The fair value of      
options granted during the six month period amounts to $8.0 million ($1.29 per  
option).                                                                        
The following table summarizes stock options outstanding at June 30, 2009:      
                Options outstanding                                             
Range of       Number outstanding as    Weighted       Weighted                
 exercise       at June 30, 2009         average        average                 
 prices                                  remaining      exercise                
                                         life           price                   
Cdn $                                   (years)        Cdn $                   
 0.78 to 2.74   6,845,232                4.32           2.19                    
 2.75 to 4.76   3,976,286                3.59           3.86                    
 4.77 to 7.79   2,252,988                2.84           6.90                    
7.80 to 9.90   3,069,950                6.13           8.44                    
 9.91 to        1,827,175                3.15           12.13                   
 12.93                                                                          
 12.94 to       620,802                  2.87           13.90                   
15.63                                                                          
 15.64 to       1,015,917                2.88           16.52                   
 16.59                                                                          
                19,608,350               4.06           6.09                    
Options exercisable                                     
 Range of               Number        Weighted average    Weighted average      
 exercise               exercisable   remaining life      exercise price        
 prices                 as at June                                              
30, 2009                                                
 Cdn $                                (years)             Cdn $                 
 0.78 to 2.74           669,904       0.79                2.18                  
 2.75 to 4.76           2,772,587     3.52                3.94                  
4.77 to 7.79           2,189,384     2.81                6.95                  
 7.80 to 9.90           3,030,786     6.17                8.44                  
 9.91 to 12.93          1,527,216     3.2                 12.13                 
 12.94 to 15.63         393,474       2.95                13.96                 
15.64 to 16.59         683,153       2.88                16.51                 
                        11,266,504    3.83                7.85                  
Restricted share rights                                                         
The following is a summary of Uranium One`s restricted shares issued under the  
Restricted Share Plan:                                                          
                                                     Number of                  
                                                     restricted                 
                                                     shares                     
Balance at January 1, 2008                          295,532                    
 Granted                                             609,000                    
 Exercised during the year                           (206,517)                  
 Expired                                             (74,520)                   
Balance at December 31, 2008                        623,495                    
 Exercised during  the period                        (24,241)                   
 Expired                                             (36,000)                   
 Balance at June 30, 2009                            563,254                    
Restricted share rights will not expire while the rights holder is an employee  
of the Corporation.                                                             
The restricted share rights expense for the three and six month periods ended   
June 30, 2009 was $0.1 million and $0.4 million respectively, and for the       
three and six month periods ended June 30, 2008 was $0.4 million and $0.8       
million.  As at June 30, 2009 the aggregate unexpensed fair value of unvested   
restricted share rights granted amounted to $1.0 million.                       
Contingently issuable shares                                                    
The Corporation assumed all of the obligations of Energy Metals Corporation     
Inc. and its subsidiaries arising under certain option and joint venture        
agreements with third parties.  Uranium One has reserved a total of 407,100     
common shares for issuance pursuant to the assumed obligations under            
contingent share rights agreements.                                             
11   INTEREST AND OTHER                                                         
                        3 months ended     6 months ended                       
                        Jun 30,  Jun 30,   Jun 30,    Jun 30,                   
2009     2008      2009       2008                      
                        $`000    $`000     $`000      $`000                     
  Interest income       1,652    3,129     2,626      5,889                     
  Interest paid         (344)    (18)      (693)      (18)                      
Convertible           (2,123)  (3,922)   (4,066)    (7,693)                   
  debenture interest                                                            
  Credit facility       (738)    -         (1,396)    -                         
  charges                                                                       
Interest and costs    (75)     -         (165)      -                         
  incurred on uranium                                                           
  concentrates loan                                                             
                        (1,628)  (811)     (3,694)    (1,822)                   
12   FOREIGN EXCHANGE (LOSS) / GAIN                                             
A summary of the foreign exchange (loss) / gain by item is as follows:          
                        3 months ended     6 months ended                       
                        Jun 30,  Jun 30,   Jun 30,    Jun 30,                   
2009     2008      2009       2008                      
                        $`000    $`000     $`000      $`000                     
  Unrealized foreign    (1,776)  171       67,123     1,309                     
  exchange (loss) /                                                             
gain on future                                                                
  income tax                                                                    
  liabilities                                                                   
  Unrealized foreign    (1,026)  1,260     998        2,335                     
exchange (loss) /                                                             
  gain on other items                                                           
  Foreign exchange      1,534    1,009     1,070      (3,830)                   
  gain / (loss) on                                                              
cash and other items                                                          
                        (1,268)  2,440     69,191     (186)                     
The National bank of Kazakhstan announced on February 4, 2009 that it has       
ceased to maintain the Kazakhstan tenge ("tenge") within the previous range of  
117-123 tenge to the US dollar and suggested the rate be set within a range of  
145-155 tenge to the US dollar.  The tenge closed at 150.4 tenge to the US      
dollar on June 30, 2009.  The resulting devaluation affected the translated     
values of monetary assets and liabilities, including the $67.1 million gain on  
future income tax liabilities.                                                  
13   CASH FLOW INFORMATION                                                      
                        3 months ended         6 months ended                   
                        Jun 30,     Jun 30,    Jun 30, 2009  Jun 30, 2008       
2009        2008                                        
                        $`000       $`000      $`000         $`000              
  Changes in non-cash                                                           
  working capital                                                               
excluding business                                                            
  combinations:                                                                 
  (Increase) /          (4,756)     (33,650)   19,394        1,801              
  decrease in accounts                                                          
and other                                                                     
  receivables                                                                   
  (Increase) /          -           (437)      -             17,413             
  decrease in prepaid                                                           
expenses and other                                                            
  (Increase) /          (7,007)     1,594      (9,342)       (4,376)            
  decrease in                                                                   
  inventories                                                                   
Increase /            2,239       (8,029)    (12,817)      (22,195)           
  (decrease)  in                                                                
  accounts payable and                                                          
  accrued liabilities                                                           
(Decrease) /          (6,065)     (3,201)    (4,235)       2,780              
  increase in income                                                            
  taxes payable                                                                 
                        (15,589)    (43,723)   (7,000)       (4,577)            
Supplemental cash                                                             
  flow information                                                              
  Cash interest paid    3,102       3,267      3,500         3,267              
  Cash tax paid         9,295       20,662     19,082        28,660             

  Cash equivalents                                                              
                                                                                
  Money market          96,923      72,002     96,923        72,002             
instruments,                                                                  
  including cashable                                                            
  guaranteed                                                                    
  investment                                                                    
certificates, bearer                                                          
  deposit notes and                                                             
  commercial paper                                                              
14   BASIC AND DILUTED WEIGHTED-AVERAGE NUMBER OF SHARES OUTSTANDING            
3 months ended     6 months ended                       
                        June     June 30,  June 30,   June 30,                  
                        30,      2008      2009       2008                      
                        2009                                                    
`000     `000      `000       `000                      
 Basic weighted-        469,690  468,166   469,652    467,809                   
 average number of                                                              
 shares outstanding                                                             
Effect of dilutive                                                             
 securities:                                                                    
 -stock options         -        -         -          -                         
 -warrants              -        -         -          -                         
Diluted weighted-      469,690  468,166   469,652    467,809                   
 average number of                                                              
 shares outstanding                                                             
For the three and six months ended June 30, 2009 and the three and six months   
ended June 30, 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.                                  
15   FINANCIAL INSTRUMENTS                                                      
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 cash flows    
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 section describes the type of significant 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 Corporation is primarily exposed to foreign currency risk through the       
following assets and liabilities denominated in currencies other than US        
dollars:                                                                        
             Cash and  Accounts   Accounts     Convertib  Mineral  Future       
             cash      receivabl  payable and  le         interes  income       
             equiv-    e          accrued      debenture  ts       tax          
alents               liabilities  s          plant    liabiliti    
                                                          and      es           
                                                          equipme               
                                                          nt                    
(1)                   
 June 30,                                                                       
 2009                                                                           
                                                                                
$`000     $`000      $`000        $`000      $`000    $`000        
 Canadian    2,250     1,951      3,759        126,370    -        -            
 dollar                                                                         
 Kazakhstan  7,276     30,859     12,227       -          -        272,303      
tenge                                                                          
 Australian  38,250    1,022      2,631        -          51,168   3,720        
 dollar                                                                         
             47,776    33,832     18,617       126,370    51,168   276,023      
Financial assets and liabilities           Non-financial assets  
                                                          and liabilities       
    December   Cash     Accounts    Accounts  Convertibl  Mineral    Future     
    31, 2008   and      receivabl   payable   e           interest   income     
cash     e           and       debentures  plant and  tax        
               equival              accrued               equipment  liabiliti  
               ents                 liabiliti             (1)        es         
                                    es                                          
$`000                                       
                                                                                
               $`000    $`000                 $`000                  $`000      
                                              $`000                             
Canadian   438      2,436       3,477     118,042      -         -          
    dollar                                                                      
    South      5,227    4,821       17,506    -            44,586    -          
    African                                                                     
rand                                                                        
    Kazakhsta  1,251    5,978       11,515    -            -         342,430    
    n tenge                                                                     
    Australia  44,597   1,212       7,558     -            38,619    3,271      
n dollar                                                                    
               51,513   14,447      40,056    118,042      83,205    345,701    
(1)  Only includes mineral interests, plant and equipment of self-sustaining    
operations.                                                                     
The following table shows the effect on earnings and other comprehensive        
income after tax as at June 30, 2009 of a 10% appreciation or depreciation in   
the foreign currencies against the US dollar on the above mentioned financial   
and non-financial assets and liabilities of the Corporation.                    
Other                                
                                           comprehensive   Net                  
                                           income          earnings             
                                           $`000           $`000                
A 10% appreciation in all foreign      3,375           24,410               
    currencies against the US dollar,                                           
    with all other variables held                                               
    constant.                                                                   
A 10% depreciation in exchange rates would have the exact opposite effect on    
other comprehensive income and net earnings.                                    
(ii) 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 June 30, 2009 are the loan facility obtained by Kyzylkum (note 4.1)       
which bears interest at floating rates, the drawn-down amount on the credit     
facility which bears interest at floating rates (note 8), and the convertible   
debentures, with a fixed interest rate.                                         
A 100 basis point change in the interest rate would impact the Corporation`s    
net earnings as follows:                                                        
                                          Jun 30,     Dec 31,                   
2009        2008                      
                                          $`000       $`000                     
    A 100 basis point appreciation in                                           
    interest rates, with all other                                              
variables                                                                   
    held constant                         1,115       811                       
A 100 basis point depreciation in the interest rate would have the exact        
opposite effect on net earnings.                                                
(iii)     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 having    
market related 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:                                                                     
                                            6 months    Year                    
                                            ended       ended                   
                                            Jun 30,     Dec 31,                 
2009        2008                    
                                            $`000       $`000                   
    A 10% appreciation in commodity                                             
    prices, with all other                                                      
variables held constant                 1,856       14,978                  
A 10% depreciation in commodity prices would have the exact opposite effect on  
net earnings.                                                                   
16   SEGMENTED INFORMATION                                                      
The Corporation`s reportable operating segments are summarized in the table     
below:                                                                          
For the three months ended June 30, 2009: (in $`000)                            
                Country Revenues  Operating   Depreciatio                       
expenses    nand                              
                                              depletion                         
                        $`000     $`000       $`000                             
  Akdala Mine   Kazakhs 9,985     (2,731)     (2,498)                           
tan                                                             
  South Inkai   Kazakhs 8,572     (3,994)     (2,753)                           
  Mine          tan                                                             
  Kharasan      Kazakhs -         -           -                                 
Project       tan                                                             
  United        United  -         -           -                                 
  States        States                                                          
  development                                                                   
projects                                                                      
  United        United  -         -           -                                 
  States        States                                                          
  exploration                                                                   
projects                                                                      
  United        United  -         -           -                                 
  States        States                                                          
  conventional                                                                  
mining                                                                        
  projects                                                                      
  Honeymoon     Austral -         -           -                                 
  Project       ia                                                              
Corporate             -         -           -                                 
  and other                                                                     
  Total                 18,557    (6,725)     (5,251)                           
                Country       Exploration    Net        Capital                 
expense        earnings/  expendi                 
                                             (loss)     ture                    
                                             from                               
                                             continuing                         
operations                         
                              $`000          $`000      $`000                   
  Akdala Mine   Kazakhstan    -              2,339      1,786                   
  South Inkai   Kazakhstan    -              481        3,759                   
Mine                                                                          
  Kharasan      Kazakhstan    -              (384)      5,017                   
  Project                                                                       
  United        United        -              -          3,915                   
States        States                                                          
  development                                                                   
  projects                                                                      
  United        United        (2,082)        (1,315)    -                       
States        States                                                          
  exploration                                                                   
  projects                                                                      
  United        United        -              (483)      24                      
States        States                                                          
  conventional                                                                  
  mining                                                                        
  projects                                                                      
Honeymoon     Australia     (294)          (271)      3,022                   
  Project                                                                       
  Corporate                   (303)          (266,093)  -                       
  and other                                                                     
Total                       (2,679)        (265,726)  17,523                  
For the six months ended June 30, 2009: (in $`000)                              
                Country     Revenues   Operating    Depreciation                
                                       expenses     and                         
depletion                   
                            $`000      $`000        $`000                       
  Akdala Mine   Kazakhstan  28,395     (7,445)      (6,643)                     
  South Inkai   Kazakhstan  33,131     (14,291)     (10,639)                    
Mine                                                                          
  Kharasan      Kazakhstan  -          -            -                           
  Project                                                                       
  United        United      -          -            -                           
States        States                                                          
  development                                                                   
  projects                                                                      
  United        United      -          -            -                           
States        States                                                          
  exploration                                                                   
  projects                                                                      
  United        United      -          -            -                           
States        States                                                          
  conventional                                                                  
  mining                                                                        
  projects                                                                      
Honeymoon     Australia   -          -            -                           
  Project                                                                       
  Corporate                 -          -            -                           
  and other                                                                     
Total                     61,526     (21,736)     (17,282)                    
              Country      Exploration    Net earnings/  Capital                
                           expense        (loss) from    expenditure            
                                          continuing                            
operations                            
                           $`000          $`000          $`000                  
 Akdala Mine  Kazakhstan   -              17,550         1,961                  
 South Inkai  Kazakhstan   -              55,165         5,777                  
Mine                                                                           
 Kharasan     Kazakhstan   -              12,516         7,598                  
 Project                                                                        
 United       United       -              (12)           7,008                  
States       States                                                            
 development                                                                    
 projects                                                                       
 United       United       (3,189)        (961)          -                      
States       States                                                            
 exploration                                                                    
 projects                                                                       
 United       United       -              (692)          44                     
States       States                                                            
 conventional                                                                   
 mining                                                                         
 projects                                                                       
Honeymoon    Australia    (484)          (451)          5,069                  
 Project                                                                        
 Corporate                 (797)          (285,485)      249                    
 and other                                                                      
Total                     (4,470)        (202,370)      27,706                 
For the three months ended June 30, 2008: (in $`000)                            
               Country     Revenues Operating  Depreciation                     
                                    expenses   and                              
depletion                        
                           $`000    $`000      $`000                            
  Akdala Mine  Kazakhstan  49,390   (9,487)    (6,960)                          
  South Inkai  Kazakhstan  -        -          -                                
Mine                                                                          
  Kharasan     Kazakhstan  -        -          -                                
  Project                                                                       
  Dominion     South       -        -          -                                
Project      Africa                                                           
  United       United      -        -          -                                
  States       States                                                           
  development                                                                   
projects                                                                      
  United       United      -        -          -                                
  States       States                                                           
  exploration                                                                   
projects                                                                      
  Hobson       United      -        -          -                                
  Facility and States                                                           
  La Palangana                                                                  
Project                                                                       
  United       United      -        -          -                                
  States       States                                                           
  conventional                                                                  
mining                                                                        
  projects (1)                                                                  
  Honeymoon    Australia   -        -          -                                
  Project                                                                       
Corporate                -        -          -                                
  and other                                                                     
  Total                    49,390   (9,487)    (6,960)                          
               Country     Exploration Net         Capital                      
expense     earnings/   expenditure                  
                                       (loss)                                   
                                       from                                     
                                       continuing                               
operations                               
                           $`000       $`000       $`000                        
  Akdala Mine  Kazakhstan  -           17,240      3,241                        
  South Inkai  Kazakhstan  -           819         11,373                       
Mine                                                                          
  Kharasan     Kazakhstan  -           745         6,962                        
  Project                                                                       
  Dominion     South       (488)       (1,367)     32,266                       
Project      Africa                                                           
  United       United      -           (37)        3,019                        
  States       States                                                           
  development                                                                   
projects                                                                      
  United       United      (1,445)     (1,980)     -                            
  States       States                                                           
  exploration                                                                   
projects                                                                      
  Hobson       United      -           99          4,560                        
  Facility and States                                                           
  La Palangana                                                                  
Project                                                                       
  United       United      (11)        (251)       1,359                        
  States       States                                                           
  conventional                                                                  
mining                                                                        
  projects (1)                                                                  
  Honeymoon    Australia   (1,251)     (2,214)     4,797                        
  Project                                                                       
Corporate                (1,840)     (81,249)    843                          
  and other                                                                     
  Total                    (5,035)     (68,195)    68,420                       
For the six months ended June 30, 2008: (in $`000)                              
Country    Revenues  Operating Depreciation                     
                                     expenses  and                              
                                               depletion                        
                           $`000     $`000     $`000                            
Akdala Mine   Kazakhstan 71,907    (12,779)  (9,891)                          
  South Inkai   Kazakhstan -         -         -                                
  Mine                                                                          
  Kharasan      Kazakhstan -         -         -                                
Project                                                                       
  Dominion      South      -         -         -                                
  Project       Africa                                                          
  United        United     -         -         -                                
States        States                                                          
  development                                                                   
  projects                                                                      
  United        United     -         -         -                                
States        States                                                          
  exploration                                                                   
  projects                                                                      
  Hobson        United     -         -         -                                
Facility and  States                                                          
  La Palangana                                                                  
  Project                                                                       
  United        United     -         -         -                                
States        States                                                          
  conventional                                                                  
  mining                                                                        
  projects (1)                                                                  
Honeymoon     Australia  -         -         -                                
  Project                                                                       
  Corporate                -         -         -                                
  and other                                                                     
Total                    71,907    (12,779)  (9,891)                          
               Country     Exploration Net         Capital                      
                           expense     earnings/   expenditure                  
                                       (loss)                                   
from                                     
                                       continuing                               
                                       operations                               
                           $`000       $`000       $`000                        
Akdala Mine  Kazakhstan  -           26,417      4,855                        
  South Inkai  Kazakhstan  -           1,159       15,762                       
  Mine                                                                          
  Kharasan     Kazakhstan  -           928         12,000                       
Project                                                                       
  Dominion     South       (540)       (1,814)     55,905                       
  Project      Africa                                                           
  United       United      -           (57)        5,643                        
States       States                                                           
  development                                                                   
  projects                                                                      
  United       United      (1,814)     (1,885)     221                          
States       States                                                           
  exploration                                                                   
  projects                                                                      
  Hobson       United      -           (6)         11,902                       
Facility and States                                                           
  La Palangana                                                                  
  Project                                                                       
  United       United      (11)        (308)       2,849                        
States       States                                                           
  conventional                                                                  
  mining                                                                        
  projects (1)                                                                  
Honeymoon    Australia   (1,528)     (2,928)     11,180                       
  Project                                                                       
  Corporate                (2,822)     (100,014)   2,120                        
  and other                                                                     
Total                    (6,715)     (78,508)    122,437                      
Previously Shootaring Canyon Mill                                               
As at June 30, 2009: (in $`000)                                                 
                               Mineral            Future                        
interest                                         
                               plant and  Total   income   Total                
                                                  tax                           
                      Country  equipment  assets  liabili  liabilities          
ties                          
                               $`000      $`000   $`000    $`000                
  Akdala Mine         Kazakhs  186,472    219,27  52,944   61,375               
                      tan                 0                                     
South Inkai Mine    Kazakhs  473,641    514,66  161,532  169,739              
                      tan                 0                                     
  Kharasan Project    Kazakhs  202,794    205,37  57,827   110,239              
                      tan                 5                                     
United States       United   114,596    115,16  -        1,027                
  development         States              9                                     
  projects                                                                      
  United States       United   121,019    122,82  21,474   21,858               
exploration         States              4                                     
  projects                                                                      
  United States       United   40,747     48,263  5,199    8,448                
  conventional        States                                                    
mining projects                                                               
  Honeymoon Project   Austral  51,120     54,512  3,720    5,595                
                      ia                                                        
  Corporate and                16,526     264,19  -        207,725              
other                                   0                                     
  Total                        1,206,915  1,544,  302,696  586,006              
                                          263                                   
As at December 31, 2008: (in $`000)                                             
Mineral              Future                    
                                 interest                                       
                                 plant and  Total     income tax                
                      Country    Equipment  assets    liabilities               
$`000      $`000     $`000                     
  Akdala Mine         Kazakhstan 195,719    200,497   66,156                    
  South Inkai Mine    Kazakhstan 503,980    506,648   204,255                   
  Kharasan Project    Kazakhstan 193,018    197,561   72,019                    
Dominion Project    South      44,586     69,253    -                         
                      Africa                                                    
  United States       United     105,844    107,538   -                         
  development         States                                                    
projects                                                                      
  United States       United     122,586    123,532   24,182                    
  exploration         States                                                    
  projects                                                                      
Hobson Facility     United     22,026     24,064    -                         
  and La Palangana    States                                                    
  Project                                                                       
  United States       United     40,712     55,098    5,410                     
conventional        States                                                    
  mining projects                                                               
  Honeymoon Project   Australia  38,620     38,858    3,271                     
  Corporate and                  18,324     295,060   -                         
other                                                                         
  Total                          1,285,415  1,618,109 375,293                   
                                                                                
                                            Total                               
Country               liabilities                         
                                            $`000                               
 Akdala Mine          Kazakhstan            81,385                              
 South Inkai Mine     Kazakhstan            212,082                             
Kharasan Project     Kazakhstan            111,230                             
 Dominion Project     South Africa          28,629                              
 United States        United States         724                                 
 development                                                                    
projects                                                                       
 United States        United States         24,418                              
 exploration                                                                    
 projects                                                                       
Hobson Facility and  United States         1,506                               
 La Palangana                                                                   
 Project                                                                        
 United States        United States         8,282                               
conventional mining                                                            
 projects                                                                       
 Honeymoon Project    Australia             4,158                               
 Corporate and other                        204,181                             
Total                                      676,595                             
17   SUBSEQUENT EVENTS                                                          
Material transactions occurring subsequent to June 30, 2009 are described in    
note 3.2.                                                                       
11 August 2009                                                                  
Date: 11/08/2009 11:17:55 Produced by the JSE SENS Department.                  
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