FANCAMP EXPLORATION LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

GENERAL

The following discussion of performance, financial condition and future prospects should be read in conjunction with the financial statements of the company and notes thereto for the period ended January 31, 2008. The Company’s financial statements are prepared in accordance with Canadian General Accepted Accounting Principles. The Company’s reporting currency is Canadian dollars. The date of this Management Discussion and Analysis is February 28, 2008. Additional information on the Company is available on SEDAR at www.sedar.com.

NATURE OF BUSINESS

Fancamp Exploration Ltd. is a development stage company in the business of mineral exploration.

OVERALL PERFORMANCE

An helicopter borne AeroTEMII survey and ground geophysics, including a gravity survey, were completed over the Company’s claims located in McFaulds Lake, Ontario. The Company is waiting on the final reports from these surveys and intends to select drill targets for a drill program tentatively scheduled for early March, 2008.

The Company entered into option agreements on three of its 50% owned uranium properties, the Baie Comeau/Godbout and Manicuagan properties located on Quebec’s North Shore, as well as the George River property located on the northeast Quebec/Labrador border.

The company continued staking new claims near the Magpie titaniferous magnetite deposits in Quebec as well as additional claims for the Beauce property.

The Company continues to hold its titaniferous magnetite property at Lac la Blache, and its and Sheridan’s hemoilmenite properties at Mingan and St. Urbain. Bench scale testing, and marketing studies continue.

A Shareholders Rights Plan has been adopted to ensure that all shareholders are treated fairly and equitably in the event of a take-over bid. The Company’s news release of November 9, 2007 provides more details of the Plan which will require shareholder ratification at the next annual meeting.

The Company had working capital of $931,664 as at January 31, 2008.

RESULTS OF OPERATIONS

The Company incurred a net profit of $15,214 for the three months ended January 31, 2008, compared to a net loss of $24,088 for the three months ended January 31, 2007. The profit resulted from property option income received during the quarter.

Management fees remained consistent quarter over quarter. See Note 5 “Related Party Transactions ans Balances” attached to the financial statements.

MINERAL PROPERTIES

100% Owned McFaulds Fancamp Property, Ontario

The Company has received preliminary data from the recently commissioned helicopter borne AeroTEM II survey. The survey has confirmed, in more detail, the results of the 2003 reconnaisance Geotem survey, the magnetic and conductive maps of which were the subject of the October 17, 2007 release by the Company, and shows, in particular, the definite linkage of the conductive magnetic high of the Noront Zone with the large, conductive magnetic anomaly on the Fancamp Property, some 300 metres to the SSE. This “Linkage” forms a less intensely magnetic corridor about 150m wide which trends southerly from the SW end of the Noront magnetic feature, for about 300 metres then swings east into the Fancamp ground.

Upon receipt of the final airborne report and the ground geophysics, which includes a gravity survey, diamond drill targets will be selected.

Option to Earn 100% Interest Beauce Property, Quebec

The Company has acquired a 100% interest in a series of claims covering most of the historic Beauce gold placer district of Quebec. This area, a small drainage basin located immediately east of the Chaudiere River, south of Quebec City, was the site of numerous placer gold finds in the nineteenth and twentieth centuries. Results are pending from the recently completed airborne survey and ground geophysics.

50% Owned George River Property

The Company has entered into an option agreement with Nebu Resources Inc. on this property, held 50% with Sheridan Platinum Group.

50% Owned Magpie Property

The Company holds a 50% interest in the well known Magpie titaniferous magnetite deposits located on Quebec’s North Shore. The Magpie deposits outcrop as a series of en echelon ridges in a corridor some 4.5 miles long and 2,000 feet wide. The ridges stand up to 800 feet above the surrounding country, lending themselves to low cost mining methods.

50% Owned Mingan Titanium Option, Longue Pointe, Quebec Joint Venture

The Company holds a 50% interest in Mingan and bench scale test work on the massive hemoilmenite is ongoing, with the intent of developing high titanium and iron oxide end products.

Drilling and gravity surveys on the Mingan Showing have outlined potentially exploitable resources of massive hemoilmenite.

50% Owned St. Urbain Iron Titanium Deposits

These historic deposits, held in partnership with the Sheridan Platinum Group, are located near the village of St. Urbain, near Baie St. Paul on Quebec’s North Shore. In 1959 a (non 43-101 compliant) global resource at 22 million tons was estimated for 4 deposits, from which a total of ½ million tons had been extracted over the preceding thirty years. Overall grades are on the order of 35% Fe and 36% TiO2.

50% Owned Mount Reed/Mount Wright Iron Prospects, Quebec Joint Venture

The Company has, with its 50% partner, the Sheridan Platinum Group Ltd., some nineteen separate properties, covering a total of about 28,000 hectares. These properties are in various stages of exploration development, many were drilled in the 50’s and 60’s, while some are only at the geological mapping stage. The iron formations are concentrating ores, in the 28-35% Fe range, and reported tonnages (non 43-101 compliant) are in the 25M to 350M ton range. Potential resources are much larger; fully thirteen of the properties have had no grade or tonnage estimates applied to them.

These properties, most in close proximity to road and rail transport, represent considerable potential for groups interested in long term iron ore supplies.

100% Owned Lac Mechant Property, Quebec

This is one of the major geochemical nickel “hotspots” on Quebec’s North Shore and remains a significant exploration target. The Company has completed an airborne time domain EM and magnetic survey of this property and is currently in negotiations with a potential joint venture partner.

100% Owned Lac de la Blache Titaniferous Magnetite Property, Quebec

This 1,566 hectare property, located 128 km northwest of Baie Comeau (discovered in 1952) was staked by the Company in April, 2004. Drilling has been carried out by various owners over the years and the deposit has been estimated to contain at least 79 million tons averaging 50% Fe and 20% TiO2 (non 43-101 compliant).

100% Owned Rupert Uranium Property, Quebec

This 1,700 hectare property is characterized by highly anomalous uranium values in lake bottom sediments. Little previous work is recorded. The country rocks are characterized by abundant pegmatites, granites and gneisses and numerous fault structures. Uranium values range from the hundreds to over a thousand ppm, in an environment where background is less than 10. The Company considers the area highly prospective for Rossing and Olympic Dam type targets. An airborne radiometric and magnetic survey has been completed on this property.

50% Owned Villibon Nickel Property, Quebec

Together with its 50% partner, the Sheridan Platinum Group, the Company has acquired an option to earn 100% interest in 5 claims from Les Ressources Tectonic Inc. The Company also staked a number of additional claims in the area, of which 23 contiguous claims are subject to a ½% NSR.

100% Owned St. George (Clarence Stream) Properties, SE New Brunswick

The Company continues to maintain its land position in the Clarence Stream gold camp of southeastern New Brunswick, the site of potentially economic gold discoveries by Freewest Resources Canada Inc.

Other Properties

The Company continues to maintain the Manic III nickel prospect.

The Company has entered into option agreements on the uranium properties held in Baie Comeau, Manicuagan, Godbout, located on Quebec’s North Shore.

SUMMARY OF QUARTERLY RESULTS

Selected financial information for the quarter ended January 31, 2008 and the preceding 7 quarters:

4th Quarter 1st Quarter 2nd Quarter 3rd Quarter

Three Months Ended April 30, 2007 July 31, 2007 October 31, 2007 January 31, 2008

Mineral Property Option Revenue $525,504 $166,384 $100,000 $46,342

Net Income (Loss) $500,336 $146,071 ($2,686,609) $15,214

Income (Loss) Per Share $0.020 $0.010 ($0.110) $0.000

Fully Diluted Income (Loss) Per Share $0.020 $0.010 ($0.100) $0.000

4th Quarter 1st Quarter 2nd Quarter 3rd Quarter

Three Months Ended April 30, 2006 July 31, 2006 October 31, 2006 January 31, 2007

Mineral Property Option Revenue $54,360

Net Income (Loss) ($240,187) ($18,088) ($40,978) ($24,088)

Income (Loss) Per Share ($0.010) ($0.001) ($0.002) ($0.001)

Fully Diluted Income (Loss) Per Share ($0.010) ($0.001) ($0.002) ($0.001)

The net profit in the 1st quarter resulted from the recognition of option revenue from the Company’s 50% owned uranium properties. During the second quarter of 2007, the Company recognized the compensation expense for the estimated fair value of stock options granted during the period of $2,755,309 and recorded property option revenue of $100,000.00

LIQUIDITY AND CAPITAL RESOURCES

Fancamp Exploration Ltd. is a development stage company in the business of mineral exploration. It is in the process of exploring its mineral properties interests and has not yet determined whether these properties contain ore reserves that are economically recoverable. With no producing properties, the Company has no current operating income or cash flow. All of the Company’s short and medium-term operating and exploration cash flow is derived through external financing and joint venture option payments.

The Company had working capital of $931,664 as at January 31, 2008.

Also see Note 6 “Contingencies” attached to the financial statements.

OFF BALANCE SHEET ARRANGEMENTS

The Company has no off balance sheet arrangements.

RELATED PARTY TRANSACTIONS

See Note 5 “Related Party Transactions and Balances” attached to the financial statements. In addition, the Company has a number of joint ventures with the Sheridan Platinum Group.

SUBSEQUENT EVENTS

See Note 7 “Subsequent Events” attached to the financial statements.

RISK AND UNCERTAINTIES

The Company is in the mineral exploration and development business and as such, is exposed to a number of risks and uncertainties inherent in this business. The industry is capital intensive and subject to fluctuations in metal prices, market sentiment, foreign exchange and interest rates. There is no certainty that properties which the Company has deferred as assets on its balance sheet will be realized at the amounts recorded.

The only source of future funds for further exploration programs or for the development and commercial production of economic ore bodies are the sale of equity capital or the offering by the Company of an interest in its properties to be earned by another party carrying out further exploration or development.

There is no assurance that such sources of financing will be available, however, management feels that it can achieve success in this area for the near future.

CRITICAL ACCOUNTING ESTIMATES

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions which affect the reported amounts of assets and liabilities at the date of the financial statements and revenues and expenses for the period. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in operations in the period in which they become known.

In accordance with CICA Handbook Section 3870 (“Section 3870”), Stock-Based Compensation andOther Stock-Based Payments, the Company recognizes stock-based compensation expense for the estimated fair value of equity-based instruments granted to both employees and non-employees.

Compensation costs attributable to stock options or similar equity instruments granted to employees are measured at the fair value at the grant date, and expensed over the expected vesting period.

Transactions in which goods or services are received from non-employees in exchange for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable.

Long-lived assets of the Company are reviewed when changes in circumstances suggest their carrying value has become impaired. Management considers assets to be impaired if the carrying value exceeds the estimated undiscounted future projected cash flows to result from the use of the asset and its eventual disposition. If impairment is deemed to exist, the assets will be written down to fair value. Fair value is generally determined using a discounted cash flow analysis.

CHANGE IN ACCOUNTING POLICY

The Company did not make any changes to its accounting policy during the Quarter.

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL STATEMENTS

The information provided in this report, including the financial statements, is the responsibility of management. In the preparation of these statements, estimates are sometimes necessary to make a determination of future values for certain assets or liabilities. Management believes such estimates have been based on careful judgments and have been properly reflected in the financial statements.

DISCLOSURE CONTROLS AND PROCEDURES

Disclosure controls and procedures have been designed to ensure that information required to be disclosed by the Company is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure. The Company’s Chief Executive Officer and Chief Financial Officer have concluded, based on their evaluation as of the end of the period covered by the annual filings, that the Company’s disclosure controls and procedures as of the end of such period are effective to provide reasonable assurance that material information related to the Company, is made known to them by others within those entities. It should be noted that while the Company’s Chief Executive Officer and Chief Financial Officer believe that the Company’s disclosure and controls and procedures provide a reasonable level of assurance that they are effective, they do not expect that the disclosure controls and procedures will prevent all errors and fraud. A control system, no matter how well conceived or operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met.

INTERNAL CONTROLS OVER FINANCING REPORTING

The Chief Executive Officer and the Chief Financial Officer of the Company are responsible for designing a system of internal controls over financial reporting, or causing them to be designed under their supervision, in order to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with Canadian generally accepted accounting principles. We have designed and implemented a system of internal controls over financial reporting which we believe is effective for a company of our size. During the review of the design of the Company’s control system over financial reporting it was noted that due to the limited number of staff, there is an inherent weakness in the system of internal controls due to our inability to achieve appropriate segregation of duties. The limited number of staff may also result in identifying weaknesses with respect to accounting for complex and non-routine transactions due to a lack of technical resources, and a lack of controls governing our computer systems and applications within the Company. While management of the Company has put in place certain procedures to mitigate the risk of a material misstatement in the Company’s financial reporting, it is not possible to provide absolute assurance that this risk can be eliminated.

CAUTION REGARDING FORWARD LOOKING STATEMENTS

Statements contained in this document, which are not historical facts are forward looking statements that involve risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. Factors that could cause differences include, but are not limited to, are volatility and sensitivity to market prices for base metals, environmental and safety issues, changes in government regulations and policies and significant changes in the supplydemand fundamentals for base metals that could negatively affect prices. Although the Company believes that the assumptions used are reasonable, these statements should not be heavily relied upon.

The Company disclaims any intention or obligation to update or revise any forward looking statements whether as a result of new information, future events or otherwise.

CORPORATE INFORMATION – AS AT FEBRUARY 22, 2008

TSX Venture Exchange Trading Symbol: FNC

Authorized Capital: 50,000,000 common shares n.p.v.

Shares Outstanding: 27,510,981 common shares

Fully Diluted Shares Outstanding: 29,260,981 common shares

Head Office: 7290 Gray Avenue

Burnaby, B.C., V5J 3Z2

Telephone: 604-434-8829

Facsimile: 604-434-8823

Regional Office: 340 Victoria Avenue

Westmount, Quebec, H3Z 2M8

Telephone: 514-481-3172

Facsimile: 514-481-8943

Transfer Agent: Pacific Corporate Trust Company

2nd Floor, 510 Burrard Street

Vancouver, B.C., V6C 3B8

Auditor: Vellmer & Chang

505-815 Hornby Street

Vancouver, B.C., V6Z 2E6

Directors: Peter H. Smith, PhD., P. Eng., President and Director

Debra Chapman, Secretary and Director

Gilles Dubuc, Director

Michael Sayer, Director