Comaplex Minerals Corp.
TSX : CMF

Comaplex Minerals Corp.

May 13, 2009 23:59 ET

Comaplex Minerals Corp. Announces First Quarter 2009 Results

CALGARY, ALBERTA--(Marketwire - May 13, 2009) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

Comaplex Minerals Corp. (TSX:CMF) is pleased to announce its financial and operational results for the three months ended March 31, 2009.



Financial and Operational Highlights

2009 2008 2008
Q1 Q4 Q1
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Financial ($000, except $ per share)
Revenue
Mineral Division 39 152 192
Oil and Gas Division 557 817 789
Cash Flow from Operations 321 336 721
Per Share Basic 0.01 0.01 0.02
Per Share Diluted 0.01 0.01 0.02
Net Earnings (Loss) (332) 328 98
Per Share Basic (0.01) 0.01 0.00
Per Share Diluted (0.01) 0.01 0.00
Capital Expenditures
Mineral Division 3,122 8,292 8,449
Oil and Gas Division 164 253 18
Total Assets
Mineral Division 120,094 126,553 89,777
Oil and Gas Division 5,500 5,812 7,777
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Oil and Gas Operations
Barrels of Oil Equivalent (BOE) per Day(1) 177 195 186
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(1) Barrels of Oil Equivalent (BOE) are calculated using a conversion
ratio of 6 MCF to 1 barrel of oil. The conversion is based on an
energy equivalency conversion method primarily applicable at the
burner tip and does not represent a value equivalency at the wellhead
and as such may be misleading if used in isolation.


Report to Shareholders

Comaplex Minerals Corp. (the Company or Comaplex) is pleased to announce its financial and operating results for the three months ended March 31, 2009 and the significant progress it has made in advancing the Meliadine West property towards feasibility and thereafter a production decision.

Meliadine West

Comaplex remains focused on rapidly advancing the Meliadine West project forward and after making extensive progress during 2008 with the successful completion of its 2008 surface drilling program and the underground bulk sample program, Comaplex has continued to advance the project forward with the release of its National Instrument 43-101 (NI 43-101) compliant Preliminary Assessment (PA) during the first quarter of 2009.

The PA was an important step for the project and indicated that production of gold from the Meliadine property is feasible using both current and projected future economic conditions. The PA detailed an operation with a production rate of 3,000 tonnes per day (based on 328 days per year) supplied through a combination of open pit and underground mining over a preliminary mine life of 9.5 years for the production of 2.23 million ounces of gold.



Life of mine costs (including appropriate contingencies) are estimated at:

Pre-production capital expenditures(*) Cdn $297 million

Operating cost/tonne ore Cdn $91/tonne

Cash operating cost per ounce Cdn $378/ounce

Payback 2.7 years

(*) Total capital is estimated at $382 million (includes $85 million of

sustaining capital, of which $28.8 million is for reclamation costs).

At a gold price of U.S. $700 per ounce (U.S. $0.85 exchange), the economic
performance of the project would be as follows:

After tax internal rate of return 21.6%

After tax NPV: 7.5% discount rate Cdn $174 million

Net cash flow before tax, 0% disc. Cdn $570 million

Net cash flow after tax, 0% Cdn $408 million


The PA contained an updated NI 43-101 compliant resource estimate for the F Zone that included 2008 drilling results but did not include the results of the 2008 drilling programs on the Tiriganiaq and Discovery gold deposits which were not completed at the date of completion of the PA.

New Resource Estimate - F Zone Deposit

In December 2008, an updated mineral resource estimate was completed on the Company's F Zone gold deposit by Snowden Mining Industry Consultants Inc. (Snowden) of Vancouver. The updated resource, disclosed in accordance with NI 43-101 requirements, was incorporated into the Preliminary Assessment report and includes all of the drilling conducted on the deposit, including that completed during the 2008 field season.

Mineral resources for the F Zone are reported and categorized in the summary tables below, consistent with the CIM definitions required by NI 43-101. Mineral resources that are not mineral reserves do not have demonstrated economic viability.



Resource report for the F Zone above 9,980m elevation: (potential open

pit)

Cut-Off Grade Grade Metal

(g/t Au) Category Tonnage (g/t Au) (Ounce Au)(*)

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2.5 Indicated 692,800 4.66 103,800

2.5 Inferred 775,100 3.88 96,700

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New Resource Estimate - Tiriganiaq Deposit

Subsequent to quarter end, Comaplex reported an updated mineral resource estimate on the Company's Tiriganiaq gold deposit. This resource was completed by Snowden Mining Industry Consultants Inc. (Snowden) and prepared in accordance with NI 43-101 requirements and all previous resource estimates, incorporates all of the drilling in the deposit, including that completed during the 2008 field season.

The main object of the 2008 drilling program on the Tiriganiaq deposit was to move inferred mineral resources to a higher resource category, primarily in the Western Deeps portion of the deposit. Recent assessment of the project resulting from the underground exploration program (for the potential open pit and the potential underground operation) and the Preliminary Assessment, concluded that a shallower pit depth of 70 meters, and a lower cutoff grade of 5.5 g/t gold for the underground ore is justified for the Tiriganiaq deposit (a 170 meter deep pit and a 6.5 g/t gold underground cutoff were used for the previous two resource estimates). Measured resources are now also included as a result of the underground bulk sample completed this past year.



Details on the 2009 resource estimate are outlined below:

Tiriganiaq Deposit - Mineral Resources above 10,000m level (70m below

surface):

Cut-Off Grade Grade Metal

(g/t Au) Category Tonnage (g/t Au) (ounce Au)(*)

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

2.5 Measured 122,800 8.5 33,600

2.5 Indicated 2,107,800 6.1 414,500

2.5 Inferred 581,600 3.7 69,200

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Tiriganiaq Deposit - Mineral Resources below 10,000m level (below 70m

from surface):

Cut-Off Grade Grade Metal

(g/t Au) Category Tonnage (g/t Au) (ounce Au)(*)

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

5.5 Measured 126,900 16.8 68,700

5.5 Indicated 4,639,900 10.2 1,519,900

5.5 Inferred 3,225,000 7.9 823,800

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2009 Total Indicated and Measures Resources = 2,036,750 oz gold

2009 Total Inferred Resources = 893,000 oz gold

To directly compare this year's resource estimate with last year's estimate, Snowden reran the 2009 model using the old criteria of 2.5 g/t cutoff for the pit, 6.5 g/t cutoff for the underground, and a 170 meter deep pit. As shown below, the indicated and measured resource estimate for Tiriganiaq increased by 430,000 ounces with the 2008 drilling.

Measured and 7.64 M tonnes at 7.3 gmt gold 1.79 M ounces 2008

Indicated 9.01 M tonnes at 7.7 gmt gold 2.22 M ounces 2009

Inferred 4.88 M tonnes at 8.8 gmt gold 1.39 M ounces gold 2008

3.61 M tonnes at 6.7 gmt gold 0.78 M ounces gold 2009

Exploration Update

An aggressive exploration program was approved for the Meliadine West property in 2009. It consists of preparation for, and then the commencement of, a feasibility study and a total of 20,000 meters of surface diamond drilling. The 2009 drilling program is expected to end in the third quarter of 2009 and to date, approximately 650 meters has been completed. The proposed drill targets are intended to increase and potentially upgrade the gold resources in the Tiriganiaq and F Zone deposits, as well as to test the potential of the Wolf and Pump satellite deposits.

Meterage will also be allocated to exploration drilling on the west end of the property (approximately five kilometers west along strike of the Tiriganiaq deposit). The object of this drilling will be to locate the source of high grade (multi-ounce) gold boulder fields in the immediate area. Further prospecting of the property will also take place in 2009.

Comaplex is presently completing a Preliminary Project Description for the Meliadine property and will be forwarding this document to the regulatory authorities to start the formal permitting process on the project. Discussions with various regulatory groups are ongoing and Comaplex is engaging several northern experienced consulting groups to assist with the process. Significant time and expenditures will also be directed to ongoing environmental, geochemical, and geotechnical studies required for a feasibility study. Comaplex will proceed with the project in 2009 by engaging the regulatory process, along with the commencement of a Feasibility Study. The underground exploration program at Meliadine West was completed in the fall of 2008. Further underground exploration work will be planned. The portal has been sealed, but if required, could be re-opened at any time for further work.

Meliadine East

Comaplex is presently reviewing the 2008 drilling data recently obtained from its partner and operator (Meliadine Resources Ltd.) on the Meliadine East property. This data, and a pending updated resource estimate for the Discovery gold deposit, will determine the 2009 exploration program.

Financial

At March 31, 2009, Comaplex had a working capital position of approximately $18.4 million and is adequately financed to complete 2009 capital projects that are budgeted at approximately $15.0 million for both the Meliadine West and Meliadine East projects.

Outlook

Key near-term objectives include:

- Commencement of a feasibility study on the Tiriganiaq deposit;

- Submission of the Preliminary Project Description to the regulatory

authorities to begin the formal permitting process;

- Commencement of the Draft Environmental Impact Study after receiving

regulatory guidelines;

- Completion of the 2009 drilling program;

- Reconnaissance drilling to locate the source of the high grade gold

boulder trains on the Meliadine West property;

- Initiation of interim technical, environmental and engineering

studies as required; and

- Commencement with financing for these projects as required.

The company remains pleased with the progress made on the Meliadine West project and is highly optimistic with regard to its future positive impact on shareholder value.

(signed)

George F. Fink

President, CEO and Director

Financial and Operational Discussion

The following press release is a review of the operations and financial position for Comaplex Mineral Corp. (the Company or Comaplex) and should be read in conjunction with the unaudited financial statements for the three months ended March 31, 2009, including the notes related thereto, and the audited financial statements for the year ended December 31, 2008, together with the notes related thereto.

Forward-looking Information

Certain statements contained in this press release include statements which contain words such as "anticipate", "could", "should", "expect", "seek", "may", "intend", "likely", "will", "believe" and similar expressions, statements relating to matters that are not historical facts, and such statements of our beliefs, intentions and expectations about development, results and events which will or may occur in the future, constitute "forward-looking information" within the meaning of applicable Canadian securities legislation and are based on certain assumptions and analysis made by us derived from our experience and perceptions. Forward-looking information in this press release includes, but is not limited to: expected cash provided by continuing operations; future capital expenditures, including the amount and nature thereof; gold, oil and natural gas prices and demand; expansion and other development trends of the precious metal industry; business strategy and outlook; expansion and growth of our business and operations; and maintenance of existing customer, supplier and partner relationships; supply channels; accounting policies; credit risks; and other such matters.

All such forward-looking information is based on certain assumptions and analyses made by us in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances.

The risks, uncertainties, and assumptions are difficult to predict and may affect operations, and may include, without limitation: the risks of foreign exchange fluctuations; inflationary costs; general economic conditions; industry conditions; changes in applicable environmental, taxation and other laws and regulations as well as how such laws and regulations are interpreted and enforced; the existence of operating risks; volatility of precious metals and oil and natural gas prices; precious metal and oil and gas product supply and demand; risks inherent in the ability to generate sufficient cash flow from operations to meet current and future obligations; increased competition; stock market volatility; opportunities available to or pursued by us; and other factors, many of which are beyond our control.

In particular, the Company's largest project, the 'Meliadine West Gold Project', faces risks which are common to all projects in the current economic climate. These include delays caused by weather, labour and equipment shortages, available technical expertise, and contractor availability. Additional risks could include reductions in gold resources and mineable grades and non-technical issues, such as variation in commodity prices; all would impact the Company's ability to raise capital and influence project economics.

Actual results, performance or achievements could differ materially from those expressed in, or implied by, this forward-looking information and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur, or if any of them do so, what benefits will be derived therefrom. Except as required by law, Comaplex disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

The forward-looking information contained herein is expressly qualified by this cautionary statement.



QUARTERLY COMPARISONS

2009 2008

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Q1 Q4 Q3 Q2 Q1

Financial ($000, except

$ per share)

Revenue

Mineral Division 39 152 328 136 192

Oil and Gas Division 557 817 948 914 789

Cash Flow from Operations 321 336 774 421 721

Per Share Basic 0.01 0.01 0.01 0.01 0.02

Per Share Diluted 0.01 0.01 0.01 0.01 0.02

Net Earnings (Loss) (332) 328 95 1,601 98

Per Share Basic (0.01) 0.01 0.00 0.03 0.00

Per Share Diluted (0.01) 0.01 0.00 0.03 0.00

Capital Expenditures

and Acquisitions

Mineral Division 3,122 8,292 9,559 8,749 8,449

Oil and Gas Division 164 253 115 41 18

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Oil and Gas Operations

Barrels of Oil Equivalent

(BOE) per day(1) 177 195 179 162 186

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2007

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

Q4 Q3 Q2 Q1

Financial ($000, except

$ per share)

Revenue

Mineral Division 282 288 407 89

Oil and Gas Division 818 671 759 781

Cash Flow from Operations (76) 645 851 685

Per Share Basic (0.00) 0.01 0.02 0.01

Per Share Diluted (0.00) 0.01 0.02 0.01

Net Earnings (Loss) 2,854 (40) 270 (711)

Per Share Basic 0.06 (0.00) 0.01 (0.02)

Per Share Diluted 0.06 (0.00) 0.01 (0.02)

Capital Expenditures

and Acquisitions

Mineral Division 3,686 9,344 4,468 2,701

Oil and Gas Division 38 71 81 42

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Oil and Gas Operations

Barrels of Oil Equivalent

(BOE) per day(1) 207 195 196 227

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

(1) Barrels of Oil Equivalent (BOE) are calculated using a conversion

ratio of 6 MCF to 1 barrel of oil. The conversion is based on an

energy equivalency conversion method primarily applicable at the

burner tip and does not represent a value equivalency at the wellhead

and as such may be misleading if used in isolation.

Revenues

Three months ended

March December March

($ 000s) 31, 2009 31, 2008 31, 2008

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

Revenue:

Mineral Division 39 152 192

Oil and Gas Sales 481 854 922

Investment income 82 160 92

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Gross Revenue 602 1,166 1,206

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Average Realized Prices (Cdn $):

Natural gas (per MCF) 5.04 7.15 5.94

Natural gas liquids (per barrel) 14.72 62.98 60.79

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Revenues from mineral operations in the first three months of 2009 decreased from the 2008 three months ended March 31 ($153,000) and the 2008 three months ended December 31 ($113,000). This was due to reduced interest on the cash held by Comaplex resulting from the combination of lower interest rates and reduced cash balances. Interest rates of less than 0.75 percent are currently available from the major chartered banks. As a result, the Company has loaned $12,000,000 to Bonterra Energy Corp. (see related party section) at a present rate of Canadian Chartered Bank prime plus 0.25 percent. The loan is currently generating an interest rate of 2.5 percent on the balance of $12,000,000.

Gross revenue from the Company's petroleum and natural gas properties decreased compared to both the three months ended March 31, 2008 and December 31, 2008 due to decreases in commodity prices as well as production volumes. On February 1, 2009, the operator of one of the Company's oil and gas properties has unilaterally stopped allocating natural gas production (approximately 55 MCF per day) to the Company based on their interpretation of the unit agreement. It is the Company's position that their interpretation of the agreement is incorrect and Comaplex should continue to receive its natural gas production. No amount of the natural gas in dispute has been recorded as sales from this property for the months of February and March 2009. The Company has filed an objection with the operator outlining the Company's position and will actively defend its position through whatever legal options it has. Until the matter is resolved, no amounts will be accrued in respect of this production.

During the first quarter of 2009, the Company received an adjustment from the operator of the Company's most significant producing property (Garrington Elkton). The adjustment impacted the years 2004 and 2005. The overall net impact of the adjustment was not that significant but it did result in some significant financial line item adjustments. The adjustment increased natural gas sales and revenue but reduced liquid sales and revenues by an even greater amount (net reduction of approximately $62,000). The result was slightly lower production volumes of approximately 125 BOE (1.3 BOE per day) for the quarter. The impact to average pricing was greater as the average liquid revenue was reduced at approximately $105 per barrel while gas revenues increased by $7.08 per MCF.



Production

Three months ended

March December March

31, 2009 31, 2008 31, 2008

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Natural gas (MCF per day) 884 904 860

Natural gas liquids (barrels per day) 30 44 43

Total BOE per day 177 195 186

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The Company anticipates approximately 12 percent annual decline rates from its existing production for 2009. The decline rate for the first three months of 2009 was partially offset from additional production resulting from drilling on the Garrington Elkton property, however, the approximately 10 BOE per day reduction due to the above mentioned dispute will impact production volumes until the situation is resolved.



Royalties

Three months ended

March December March

($ 000s) 31, 2009 31, 2008 31, 2008

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Crown royalties (23) 148 179

Gross overriding royalties 29 49 46

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Total royalty expense 6 197 225

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Royalties for the first three months of 2009 decreased by $219,000 over the comparable 2008 three month period and $191,000 from the previous three month period. The decrease was partially due to the above mentioned adjustment on the Garrington property ($66,000 crown royalty credit adjustment) as well as the impact from the new Albert Crown Royalty Regime. Low commodity prices combined with lower production volumes has significantly reduced the amount of royalties payable to the Province of Alberta. The decrease in gross overriding royalties quarter over quarter is due to decreased commodity prices on production from wells subject to gross overriding royalties.



Production Costs

Three months ended

March December March

($ 000s) 31, 2009 31, 2008 31, 2008

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

Production costs - natural gas/NGLs 189 151 166

$ per BOE 11.81 8.37 9.82

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The increase in 2009 production costs over the first three months of 2008 was due to increased natural gas processing fees. The increase relates to the third quarter 2008 settlement made in respect of these fees. Quarter over quarter increase of $38,000 relates primarily to freehold mineral taxes (2009 - $33,000) that are paid in the first quarter of each year.



General and Administrative (G&A) Costs

Three months ended

March December March

($ 000s) 31, 2009 31, 2008 31, 2008

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

G&A costs - Minerals Division 308 326 323

G&A costs - Oil and Gas Division 34 36 51

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Total G&A 342 362 374

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G&A costs related to the mineral division declined by $15,000 from the same three month period of 2008 due to reductions in employee benefits related to temporary field employees required for the Company's underground exploration program. Quarter over quarter saw a decline of $18,000 in mineral division G&A costs due to a reduction of $82,000 in provision for bad debts offset by increased Q1 2009 costs related to continuous disclosure requirements.

Oil and gas division G&A costs have remained relatively unchanged. The slightly increased costs in Q1 of 2008 were due to additional work required to prepare the Company's 2007 oil and gas engineering report.

Foreign Exchange Gain

The foreign exchange gain decreased to $11,000 for the first three months of 2009 from a foreign exchange gain of $47,000 in the same period of 2008 and a $77,000 gain in the three months ended December 31, 2008. The gain on foreign exchange results from U.S. funds held in an interest bearing cash account. As the Canadian dollar depreciated against the U.S. dollar in the first three quarters of 2009, it created a foreign exchange gain. This gain was smaller as Comaplex had a significantly smaller U.S. cash position in the first quarter of 2009 compared to the first and last quarters of 2008.

Stock Based Compensation

Stock based compensation is a statistically calculated value representing the estimated expense of issuing employee stock options. The Company records a compensation expense over the vesting period based on the fair value of options granted to employees, directors and consultants. Stock based compensation increased to $242,000 in the first three months of 2009 from $214,000 for the first three months of 2008. The increase was due primarily to the granting of 731,000 stock options in September, 2008, with the majority of the stock based compensation being recognized in the first year after issuance. Stock based expense decreased $31,000 from Q4 due to the escalating reduction in the compensation costs related to the 2006 stock options.



During the first three months of 2009 the Company did not issue any stock options.

Depletion, Depreciation and Accretion Expense

Three months ended

March December March

($ 000s) 31, 2009 31, 2008 31, 2008

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

Depletion, depreciation and accretion

expense 191 152 102

Abandonment of mineral properties - 117 -

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The increase in depletion, depreciation and accretion expense for the first three months of 2009 compared with the first three months of 2008 was due primarily to $100,000 of depreciation related to tangible mining equipment purchased during the fourth quarter of 2008. This was also the primary reason for the $39,000 increase over the Q4 2008 figure. No mineral property abandonment costs were incurred in the first three months of 2009. The Company reviews the carrying value of its mineral properties on an ongoing basis and reduces the cost of properties if it is determined that the property values are lower than the property cost.

Income Tax Expense

Comaplex has no current income tax expense. Comaplex has sufficient tax pools to ensure that no current income taxes are payable.



The tax pool balances at March 31, 2009 totalled $113,761,000 and consist of the following pool balances.

Rate of Amount

Utilization % ($ 000s)

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

Undepreciated capital costs 10-100 3,044

Foreign exploration expenditures 10 766

Share issue costs 20 2,925

Earned depletion expenses (successored) 25 2,299

Canadian development expenditures 30 21,534

Non-capital loss carryforward(1) 100 3,055

Canadian exploration expenditures (successored) 100 33,368

Canadian exploration expenditures 100 46,770

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113,761

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(1) The non-capital losses expire $2,788,000 in 2010 and $267,000 in

2029.

The ability to claim the above successored amounts is restricted to income
from 56 percent of the Meliadine property (71.8 percent of the Company's interest).

Net Earnings (Loss)

Three months ended

March December March

($ 000s) 31, 2009 31, 2008 31, 2008

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

Net earnings (loss) (332) 328 98

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Net earnings (loss) for the first three months of 2009 decreased by $430,000
and $660,000 compared to Q1 2008 and Q4 2008, respectively. The reductions were
mainly due to reduced oil and gas sales resulting from lower commodity prices as
well as reduced interest income.

Cash Flow from Operations

Three months ended

March December March

($ 000s) 31, 2009 31, 2009 31, 2008

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

Cash flow from operations 321 336 721

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


Cash flow from operations decreased 55 percent in the first three months of 2009 compared to the first three months of 2008. The decrease was primarily due to decreased oil and gas sales resulting from lower commodity prices as well as reduced interest income. Even though commodity prices and interest income declined in the first quarter of 2009, the Company experienced only a moderate reduction in cash flow from operations as Comaplex collected its GST receivable for $452,000 which offset the revenue declines.

Liquidity and Capital Resources

At March 31, 2009, the Company had a working capital position of $18,364,000 (December 31, 2008 - $21,929,000). These numbers include the value of liquid investments of $3,268,000 at March 31, 2009 (December 31, 2008 - $3,621,000).

The Company currently has a projected capital expenditure budget of $12,500,000 for the Meliadine West and East projects for the 2009 year. Included in this amount is an annual option payment of $1,580,000 and expenditures of $10,920,000 on the development of the Meliadine West and East projects. A further $460,000 is planned to be spent on oil and gas development projects. Existing working capital, anticipated cash flow from oil and gas operations and investment income is expected to cover all planned expenditures for the remainder of the year. The Company attempts to maintain at least a six month cash balance for the estimated required capital expenditures.

Related Party

The Company paid a management fee to Bonterra Energy Corp. (Bonterra Corp.), a wholly owned subsidiary of Bonterra O&G, of $82,500 (2008 - $82,500). The Company also shares office rental costs and reimburses Bonterra Corp. for costs related to employee benefits and office materials. These costs have been included in general and administrative costs of the Company. In addition, Bonterra Corp. owns 689,682 (December 31, 2008 - 689,682) common shares in the Company. Services provided by Bonterra Corp. include executive services (president and vice president, finance duties), accounting services, oil and gas administration and office administration. All services performed are charged at estimated fair value. As at March 31, 2009, the Company had an account payable to Bonterra Corp. of $60,000 (December 31, 2008 - $56,000).

The Company at March 31, 2009 owns 204,633 (December 31, 2008 - 204,633) shares in Bonterra O&G representing just over one percent of the outstanding shares of Bonterra O&G. The shares have a fair value of $3,213,000 (December 31, 2008 - $3,534,000). In 2009, the Company received investment income of $82,000 (2008 - $92,000).

During the first quarter of 2009, the Company loaned Bonterra Corp. $12,000,000. The funds presently bear interest at Canadian Chartered Bank Prime plus 0.25 percent. The loan is subordinated to Bonterra Corp.'s bank debt and is unsecured. The loan is payable upon demand subject to availability under Bonterra Corp.'s line of credit. Bonterra Corp. has sufficient room under its line of credit to repay the loan.

The Company at March 31, 2009 owns 346,000 (December 31, 2008 - 346,000) common shares in Pine Cliff. Pine Cliff has common directors and management with the Company. Pine Cliff trades on the TSX Venture Exchange. As of March 31, 2009 the common shares have a fair value of $55,000 (December 31, 2008 - $87,000). The Company's ownership of 346,000 common shares represents less than one percent of the total issued and outstanding common shares of Pine Cliff. There were no intercompany transactions between Pine Cliff and the Company.

Additional information relating to the Company may be found on www.sedar.com and by visiting our website at www.comaplex.com.

The following consolidated financial statements and notes to the consolidated financial statements have been provided for further details.



Consolidated Balance Sheets

As at March 31, 2009 and December 31, 2008

(unaudited)

($ 000s) 2009 2008

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

Assets

Current

Cash 4,244 21,870

Accounts receivable 289 817

Prepaid expenses 217 187

Loan to related party (Note 2) 12,000 -

Investments (Note 2) 3,268 3,621

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20,018 26,495

Future Income Tax Asset (Note 3) 3,657 7,056

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Property and Equipment

Property and equipment 110,100 106,813

Accumulated depletion, depreciation

and amortization (8,181) (7,999)

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Net Property and Equipment 101,919 98,814

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125,594 132,365

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Liabilities

Current

Accounts payable and accrued liabilities (Note 2) 1,654 4,566

Asset Retirement Obligations 748 740

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2,402 5,306

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Shareholders' Equity (Note 4)

Share capital 105,022 108,502

Contributed surplus 3,750 3,508

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108,772 112,010

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Retained earnings 13,786 14,118

Accumulated other comprehensive income (Note 5) 634 931

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14,420 15,049

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123,192 127,059

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125,594 132,365

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

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Consolidated Statements of Earnings and Retained Earnings

For the Three Months Ended March 31 (unaudited)

($ 000s except $ per share) 2009 2008

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

Minerals Division

Interest 39 158

Mineral production royalty - 34

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39 192

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Oil and Gas Division

Oil and gas sales 481 922

Royalties (6) (225)

Investment income (Note 2) 82 92

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557 789

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

Total Net Revenue 596 981

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Expenses

Oil and gas production costs 189 166

General and administrative

Minerals division 308 323

Oil and gas division 34 51

Foreign exchange gain (11) (47)

Stock based compensation 242 214

Depletion, depreciation and accretion 191 102

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953 809

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

Earnings (Loss) Before Taxes (357) 172

Income Taxes (Recovery)

Current - -

Future (25) 74

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(25) 74

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

Net Earnings (Loss) for the Period (332) 98

Retained earnings, beginning of period 14,118 11,996

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

Retained Earnings, End of Period 13,786 12,094

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Net Earnings (Loss) Per Share - Basic and Diluted (0.01) 0.00

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

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Consolidated Statements of Comprehensive Income

For the Three Months Ended March 31 (unaudited)

($ 000s except $ per share) 2009 2008

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

Net earnings (loss) for the period (332) 98

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

Other Comprehensive loss

Gain (loss) on investments (353) 537

Future taxes on gain (loss) on investments 56 (8)

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Other comprehensive income (loss) (297) 529

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Comprehensive income (loss) (629) 627

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Comprehensive Income (Loss) Per Share

- Basic and Diluted (0.01) 0.01

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

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Consolidated Statements of Cash Flow

For the Three Months Ended March 31 (unaudited)

($ 000) 2009 2008

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

Operating Activities

Net earnings (loss) for the period (332) 98

Items not affecting cash

Stock based compensation 242 214

Depletion, depreciation and accretion 191 102

Unrealized foreign exchange gain - (47)

Future income taxes (25) 74

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76 441

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Change in non-cash operating working capital items

Accounts receivable 528 217

Prepaid expenses (30) 18

Accounts payable and accrued liabilities (251) 46

Asset retirement obligations settled (2) (1)

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245 280

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Cash Provided By Operating Activities 321 721

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Financing Activities - -

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Investing Activities

Mineral exploration property and equipment

expenditures (3,122) (8,449)

Oil and gas property and equipment expenditures (164) (18)

Loan to related party (12,000) -

Changes in non-cash working capital

Accounts payable and accrued liabilities (2,661) 979

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

Cash Used in Investing Activities (17,947) (7,488)

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

Foreign Exchange Gain on Cash Held in

Foreign Currency - 47

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

Net Cash Outflow (17,626) (6,720)

Cash, Beginning of Period 21,870 20,987

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

Cash, End of Period 4,244 14,267

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

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

Cash, interest paid - -

Cash, taxes paid - -


Notes to the Consolidated Interim Financial Statements

Periods ended March 31, 2009 and 2008 (unaudited)

1. SIGNIFICANT ACCOUNTING POLICIES

The accounting policies and methods of application followed in the

preparation of the interim financial statements are the same as those

followed in the preparation of Comaplex Minerals Corp.'s (the Company

or Comaplex) 2008 annual financial statements except as described

below. These interim financial statements do not include all

disclosures required for annual financial statements. The interim

financial statements as presented should be read in conjunction with

the 2008 annual financial statements.

In February 2008, the Canadian Institute of Chartered Accountants

(CICA) issued Section 3064, "Goodwill and intangible assets",

replacing Section 3062, "Goodwill and other intangible assets" and

Section 3450, "Research and development costs". Various changes have

been made to other sections of the CICA Handbook for consistency

purposes. The new Section is applicable to financial statements

relating to fiscal years beginning on or after October 1, 2008.

Accordingly, the Company adopted the new standards for its fiscal

year beginning January 1, 2009. It establishes standards for the

recognition, measurement, presentation and disclosure of goodwill

subsequent to its initial recognition and of intangible assets by

profit-orientated enterprises. Standards concerning goodwill are

unchanged from the standards included in the previous Section 3062.

The adoption of this Standard did not have an impact on the

Consolidated Financial Statements.

In January 2009, the CICA issued EIC-173, "Credit Risk and the Fair

Value of Financial Assets and Financial Liabilities". The EIC

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.

This standard is effective for the Company's fiscal periods ending on

or after January 20, 2009 with retrospective application. The

application of this EIC did not have a material effect on the

Consolidated Financial Statements.

Effective January 1, 2009, the Company prospectively adopted the

Canadian Institute of Chartered Accountants (CICA) Section 1582,

"Business Combinations", which replaces former guidance on business

combinations. Section 1582 establishes principles and requirements of

the acquisition method for business combinations and related

disclosures. The adoption of this Standard did not have an impact on

the Consolidated Financial Statements.

Effective January 1, 2009, the Company prospectively adopted CICA

Sections 1601, "Consolidated Financial Statements", and 1602, "Non-

controlling Interests", which replaces existing guidance. Section

1601 establishes standards for the preparation of consolidated

financial statements. Section 1602 provides guidance on accounting

for a non-controlling interest in a subsidiary in consolidated

financial statements subsequent to a business combination. The

adoption of this Standard did not have an impact on the Consolidated

Financial Statements.

Recent Accounting Pronouncements

The Accounting Standards Board has confirmed the convergence of

Canadian GAAP with International Financial Reporting Standards (IFRS)

will be effective January 1, 2011. The Company has performed an

initial scoping process in order to ensure successful implementation

within the required timeframe. The impact on the Company's

consolidated financial statements is not reasonably determinable at

this time. Key information will be disclosed as it becomes available

during the transition period.

2. RELATED PARTIES

The Company paid a management fee of $82,500 (2008 - $82,500) to

Bonterra Energy Corp. (Bonterra Corp.) (a wholly owned subsidiary of

Bonterra Oil & Gas Ltd. (Bonterra O&G) a publicly traded oil and gas

corporation on the Toronto Stock Exchange) a company that has common

directors and management with the Company. The Company also shares

office rental costs and reimburses Bonterra Corp. for costs related

to employee benefits and office materials. These costs have been

included in general and administrative expenses.

Bonterra Corp. owns 689,682 (December 31, 2008 - 689,682) common

shares in the Company. Bonterra Corp. is the administrator for

Bonterra O&G. Services provided by Bonterra Corp. include executive

services (president and vice president, finance duties), accounting

services, oil and gas administration and office administration.

As at March 31, 2009, the Company had an account payable to Bonterra

Corp. of $60,000 (December 31, 2008 - $56,000).

During the first quarter of 2009, the Company loaned Bonterra Corp.

$12,000,000. The funds presently bear interest at Canadian Chartered

Bank Prime plus 0.25 percent. The loan is subordinated to Bonterra

Corp.'s bank debt and is unsecured. The loan is payable upon demand

subject to availability under Bonterra Corp.'s line of credit.

Bonterra Corp. has sufficient room under its line of credit to repay

the loan. Interest earned on the loan during the first quarter of

2009 was $48,000.

The Company at March 31, 2009 owns 204,633 (December 31, 2008 -

204,633) shares in Bonterra O&G representing just over one percent of

the outstanding shares of Bonterra O&G. The shares have a fair value

of $3,213,000 (December 31, 2008 - $3,534,000). In 2009, the Company

received investment income of $82,000 (2008 - $92,000).

The Company at March 31, 2008 owns 346,000 (December 31, 2008 -

346,000) common shares in Pine Cliff Energy Ltd. (Pine Cliff). Pine

Cliff has common directors and management with the Company. Pine

Cliff shares trade on the TSX Venture Exchange. As of March 31, 2009,

the common shares have a fair value of $55,000 (December 31, 2008 -

$87,000). The Company's ownership of 346,000 common shares represents

less than one percent of the total issued and outstanding common

shares of Pine Cliff.



3. INCOME TAXES

The Company has recorded a future income tax asset. The asset relates

to the following temporary differences:

March 31, March 31,

2009 2008

($ 000s) Amount Amount

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

Future income tax assets:

Capital assets 1,629 4,194

Asset retirement obligations 189 175

Share issue costs 739 401

Loss carry-forward 880 1,639

Other 220 (393)

Valuation adjustment - (1,434)

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

3,657 4,582

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

The Company has the following tax pools which may be used to reduce

taxable income in future years, limited to the applicable rates of

utilization:

Rate of Amount

Utilization (%) ($000)

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

Undepreciated capital costs 10-100 3,044

Foreign exploration expenditures 10 766

Share issue costs 20 2,925

Earned depletion expenses (successored) 25 2,299

Canadian development expenditures 30 21,534

Non-capital loss carried forward(1) 100 3,055

Canadian exploration expenditures (successored) 100 33,368

Canadian exploration expenditures 100 46,770

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

113,761

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

(1) The non-capital losses expire $2,788,000 in 2010 and $267,000 in

2029.


During the first quarter of 2009, the Company renounced $12,000,000

of Canadian exploration expenditures with an effective date of

December 31, 2008.

4. SHARE CAPITAL

Authorized

Unlimited number of common shares without nominal or par value

Unlimited number of first preferred shares



Issued

2009

Amount

Number ($000)

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

Common Shares

Balance, January 1, 2009 52,706,531 108,502

Future tax adjustment on renouncement

of tax pools - (3,480)

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

Balance, March 31, 2009 52,706,531 105,022

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

A summary of the changes of the Company's contributed surplus is

presented below:

Contributed surplus

($ 000s) 2009 2008

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

Balance, January 1 $3,508 $2,620

Stock-based compensation expensed (non-cash) 242 214

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

Balance, March 31 $3,750 $2,834

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

The number of shares used to calculate diluted net earnings per share

for the periods ended March 31:

2009 2008

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

Basic shares outstanding 52,706,531 46,611,970

Dilutive effect of share options 33,532 895,439

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

Diluted shares outstanding 52,740,063 47,507,409

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

The Company provides a stock option plan for its directors, officers,

employees and consultants. Under the plan, the Company may grant

options for up to 10 percent of the outstanding common shares which

as of March 31, 2009 was 5,270,653 (December 31, 2008 - 5,270,653).

The exercise price of each option granted equals the market price of

the Company's stock on the date of grant and the option's maximum

term is five years. Options generally vest one-third each year for

the first three years of the option term.

A summary of the status of the Company's stock option plan as of

March 31, 2009 and December 31, 2008 and changes during the three

months ended March 31, 2009 and year ended December 31, 2008 is

presented below:



March 31, 2009 December 31, 2008

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

Weighted- Weighted-

Average Average

Exercise Exercise

Options Price Options Price

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

Outstanding at

beginning of period 2,890,500 $4.11 2,141,000 $3.40

Options issued - - 812,000 5.85

Options exercised - - (62,500) 2.74

Options cancelled (18,000) 4.71 - -

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

Outstanding at end

of period 2,872,500 $4.11 2,890,500 $4.11

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

Options exercisable

at end of period 1,354,000 $3.40 1,290,000 $3.32

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

The following table summarizes information about options outstanding

at March 31, 2009:

Options Outstanding Options Exercisable

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

Weighted-

Number Average Weighted- Number Weighted-

Range of Outstanding Remaining Average Exercisable Average

Exercise At Contractual Exercise At Exercise

Prices 03/31/09 Life Price 03/31/09 Price

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

$3.20 to $3.60 1,830,500 1.0 years $3.20 1,216,500 $3.20

4.70 to 5.30 225,000 2.0 years 5.03 120,000 5.03

5.40 to 5.90 767,000 2.3 years 5.84 - -

6.00 to 6.30 50,000 2.2 years 6.03 17,500 6.04

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

$3.20 to $6.30 2,872,500 1.4 years $4.11 1,354,000 $3.40

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


The Company records a compensation expense over the vesting period

based on the fair value of options granted to employees, directors

and consultants.



5. ACCUMULATED OTHER COMPREHENSIVE INCOME

Other

Compre-

January 1, hensive March 31,

($ 000s) 2009 Loss 2009

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

Unrealized gains (losses)

(net of tax) on available-

for-sale investments 931 (297) 634

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

Other

Compre-

January 1, hensive December

2008 Loss 31, 2008

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

Unrealized gains (losses)

(net of tax) on available-

for-sale investments 2,272 (1,341) 931

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

6. BUSINESS SEGMENT INFORMATION

The Company's activities are represented by two industry segments

comprised of mineral exploration and oil and gas production:

Three Months ended March 31

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

($ 000s) 2009 2008

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

Gross revenue

Mineral exploration 39 192

Oil and Gas 563 1,014

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

602 1,206

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

Depletions, depreciation, accretion,

and abandonment

Mineral exploration 122 37

Oil and Gas 69 65

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

191 102

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

Net earnings (loss)

Mineral exploration (521) (256)

Oil and Gas 189 354

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

(332) 98

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

Property and equipment expenditures

Mineral exploration 3,122 8,449

Oil and Gas 164 18

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

3,286 8,467

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

Total assets (2008 amounts as of

December 31, 2008)

Mineral exploration 120,094 126,553

Oil and Gas 5,500 5,812

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

125,594 132,365

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


7. FINANCIAL AND CAPITAL RISK MANAGEMENT

Financial Risk Factors

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

The Company undertakes transactions in a range of financial

instruments including:

- Cash deposits;

- Receivables;

- Loan to related party;

- Common share investments;

- Payables;

The Company's activities result in exposure to a number of financial

risks including market risk (commodity price risk, interest rate

risk, foreign exchange risk, credit risk, and liquidity risk).

Financial risk management is carried out by senior management under

the direction of the Directors.

The Company does not enter into risk management contracts to sell its

oil and gas commodities. Commodities are sold at market prices at the

date of sale in accordance with the Board directive.

Capital Risk Management

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

The Company's objectives when managing capital are to safeguard the

Company's ability to continue as a going concern, so that it can

continue to provide returns to its Shareholders and benefits for

other stakeholders and to maintain an optimal capital structure to

reduce the cost of capital. In order to maintain or adjust the

capital structure, the Company may issue new shares.

The Company monitors capital on the basis of the ratio of budgeted

exploration capital requirements to current working capital. This

ratio is calculated using the projected cash requirements for nine

months to 18 months in advance and maintaining a working capital

balance of at least six months to satisfy this requirement on a

continuous basis.

The Company believes that maintaining at least a six month current

working capital balance to the exploration capital budget requirement

is an appropriate basis to allow it to continue its future

development of the Company's biggest asset; the "Meliadine West

Project."

The following section (a) of this note provides a summary of the

underlying economic positions as represented by the carrying values,

fair values and contractual face values of the financial assets and

financial liabilities. The Company's working capital to capital

expenditure requirement ratio is also provided.

The following section (b) addresses in more detail the key financial

risk factors that arise from the Company's activities including its

policies for managing these risks.

a) Financial assets, financial liabilities

The carrying amounts, fair value and face values of the Company's

financial assets and liabilities other than cash are shown in

Table 1.



Table 1

As at March 31, 2009 As at December 31, 2008

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

Carrying Fair Face Carrying Fair Face

($ 000s) Value Value Value Value Value Value

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

Financial assets

Accounts receivable 289 289 379 817 817 906

Loan to related

party 12,000 12,000 12,000 - - -

Investments 3,268 3,268 - 3,621 3,621 -

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

Financial liabilities

Accounts payable and

accrued liabilities 1,654 1,654 1,654 4,566 4,566 4,566

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

The budgeted capital expenditure to working capital base figures for

March 31, 2009 and December 31, 2008 are presented below:

March 31, December 31,

($ 000s) 2009 2008

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

Budgeted capital expenditure(1) 9,500 12,500

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

Number of months budgeted 9 12

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

Current assets 20,018 26,495

Current liabilities (1,654) (4,566)

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

Working capital 18,364 21,929

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

Budgeted capital expenditure to working

capital base 0.5 0.6

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

Working capital to budgeted capital

expenditure (in months) 17.4 21.1

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

(1) Budgeted capital expenditure represents the Company's estimated

future nine months (December 31, 2008 - twelve months) capital

expenditures and may materially change between quarters. Actual

capital expenditure from quarter to quarter can be materially

different from the budgeted capital expenditure.


b) Risks and mitigations

Market risk is the risk that the fair value or future cash flow of

the Company's financial instruments will fluctuate because of changes

in market prices. Components of market risk to which Comaplex is

exposed are discussed below.

Commodity price risk

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

The Company's principal operation is the development of its Meliadine

gold properties. The Company also engages to a much lesser extent in

the production and sale of oil and natural gas. Fluctuations in

prices of these commodities may directly impact the Company's

performance and ability to continue with its operations.

The Company's management, at the direction of the Board of Directors,

currently does not use risk management contracts to set price

parameters for its production.

Interest rate risk

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

Interest rate risk refers to the risk that the value of a financial

instrument or cash flows associated with the instrument will

fluctuate due to changes in market interest rates. Interest rate risk

arises from interest bearing financial assets and liabilities that

Comaplex uses. The principal exposure to the Company is on its cash

balances which have a variable interest rate which gives rise to a

cash flow interest rate risk.

Comaplex's cash consists of Canadian and U.S. investment chequing

accounts. Since these funds need to be accessible for the development

of the Company's capital projects, management does not reduce its

exposure to interest rate risk through entering into term contracts

of various lengths. As discussed above, the Company generally manages

its capital such that its budgeted capital requirements to current

working capital ratio are at least six months.

Foreign exchange risk

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

The Company has no foreign operations and currently sells all of its

product sales in Canadian currency. The Company has a U.S. cash

balance and earns an insignificant amount of interest on its U.S.

bank account. Comaplex does not mitigate CAD/USD exchange rate risk

by using risk management contracts.

Credit risk

-----------

Credit risk is the risk that a contracting party will not complete

its obligations under a financial instrument and cause the Company to

incur a financial loss. Comaplex is exposed to credit risk on all

financial assets included on the balance sheet. To help mitigate this

risk:

- The Company only maintains its cash balances with low risk

exposure which frequently results in receiving lower interest

rates on investments.

- The majority of the loans and investments are only with entities

that have common management with the Company.

Of the accounts receivable balance at March 31, 2009 ($289,000) and

December 31, 2008 ($817,000) over 90 percent relates to product sales

with major oil and gas marketing companies all of which have always

paid within 30 days, amounts due from the government of Canada for

goods and services tax credits and interest from a major Canadian

Bank.

The Company assesses quarterly if there has been any impairment of

the financial assets of the Company. During the year ended

December 31, 2008, there was a full impairment provision required on

an outstanding receivable for the mineral production royalty of

$84,000 as the operator of the mill went into CCAA protection. No

impairment provision was required on the oil and gas financial assets

of the Company due to historical success of collecting receivables.

The Company does not have any significant credit risk exposure to any

single counterparty or any group of counterparties having similar

characteristics.

The carrying value of accounts receivable approximates their fair

value due to the relatively short periods to maturity on this

instrument. The maximum exposure to credit risk is represented by the

carrying amount on the balance sheet. There are no material financial

assets that the Company considers past due.

Liquidity risk

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

Liquidity risk includes the risk that, as a result of Comaplex's

operational liquidity requirements:

- The Company will not have sufficient funds to settle a

transaction on the due date;

- Comaplex will not have sufficient funds to continue with its

financing of its major exploration project;

- The Company will be forced to sell assets at a value which is

less than what they are worth; or

- Comaplex may be unable to settle or recover a financial asset at

all.

To help reduce these risks, the Company:

- Has a general capital policy of maintaining at least six months

of annual budgeted capital requirements as its working capital

base;

- Holds current investments that are readily tradable should the

need arise; and

- Maintains a continuous evaluation approach as to the financing

requirements for its largest exploration program; the "Meliadine

West Project."

The TSX does not accept responsibility for the adequacy or accuracy of this release.


Additional information relating to the Company may be found on www.sedar.com and by visiting our website at www.comaplex.com




Contact Information

  • Comaplex Minerals Corp.
    George F. Fink
    President and CEO
    (403) 265-2846

    Comaplex Minerals Corp.
    Mark J. Balog
    Chief Operating Officer
    (403) 265-2846

    Comaplex Minerals Corp.
    Kirsten Kulyk
    Manager - Investor Relations
    (403) 265-2846
    info@comaplex.com