Greetings, ladies and gentleman and welcome to the UraniumResources Incorporated Third Quarter Earnings Announcement. At this time, allparticipants are in a listen-only mode. A question-and-answer session willfollow the formal presentation. (Operators Instructions) As a reminder thisconference is being recorded. It is now my pleasure to introduce your host Ms. DeborahPawlowski, Investors Relations for Uranium Resources Incorporated. Thank youMs. Ms. Pawlowski you may begin.

Thank you, Claudia, and good morning everyone. We certainlyappreciate your time and your interest in Uranium Resources. On the call today,we have our President and CEO Dave Clark; Tom Erhlich, Chief Financial Officer;and Rick Van Horn, Executive Vice President and Chief Operating Officer. Dave and Tom are going to review the third quarter results,and update you on things with the company will follow the discussion with theQ&A. If you don't have the press release discussing our financialresults, you should be able to get it on our website at uraniumresources.com.As you are aware, we may make some forward-looking statements during the formalpresentation and the Q&A portion of the teleconference. Statements apply to future events, which are subject torisks and uncertainties as well as other factors that could cause the actualresults to differ materially from where we are today. These factors areoutlined in our earnings release as well as in documents filed by the company withthe Securities and Exchange Commission. And you can find them in our website orthe SEC's website, which is sec.gov. So please review our forward-lookingstatements in conjunction with these precautionary factors. With that, let me turn it over to Dave to begin thediscussion. Dave?

Good morning, everyone. It's a pleasure to speak to you allagain as it has been over last year. I'll leave most of the discussions of the financialsto Tom. I usually view my job of being is, giving you an idea where we are andwhere we're going. And I think today since it's the first anniversary of ourfirst earnings call. We didn't do this before a year ago. I just want to alsolook at where we've come from. I came into this company in October of last year as Presidentand COO. At that time I basically had two observations on the company that, Iwasn't shy about talking about. The first one was that we at that point in timepretty much view ourselves as a producer of pounds and a not a producer ofprofit, that's something I thought we needed to address right away. I also have said often, I thought we were very good atmaking some very bad assumptions early on. So the fact that when lead the shipto be a profit organic company and making a lot better assumptions withenforcements, we have to change if we want to become winners in thismarketplace. Over the past year, we have by drilling out our reservesbefore development in Texasand laying out wellfields on economic basis before development. We have been ableto lower our production cost by $30 a pound. So I think we are clearly on theroad of being a producer of profits more than a producer of pounds and thatwill continue to be our focus. We will bring on wellfields and produce to a levelthat maximizes profits looking less to what production is. Again a year ago the nature of this company was held toproduce as many pounds as we can regardless to what the profitability was. So weare now primarily focused…

Thank you, Dave. I'm going to discuss our productions, oursales, costs, financial highlights for Q3 '07 as well as our year-to-date for'07 and starting with production. We produced nearly 104,000 pounds in thethird quarter of 2007, the lions share of which are 98,000 pounds came from KingsvilleDome. The balance of 6,000 was produced at Vasquez. Our total production cost for the quarter, $28.41 a pound,operating cost making up $18 a pound of that and depreciation and depletioncontributing about $10.41. Our production cost for the nine months were roughly$30 a pound, for the roughly 350,000 pounds we produced with operating anddepreciation and depletion contributing about $15 a piece. Of the third quarter Uranium produced 65,800 was held ininventory at the end of September and the average cost of that inventory was$30.60 a pound. Production this past quarter compares to production ofapproximately 136,000 pounds from the second quarter of 2007, 116,000 of whichcame from Kingsvilleand 20,000 from Vasquez. Production cost for the second quarter '07 were just under$28 a pound, with operating costs being roughly $13 of that depreciation anddepletion about $15 The production change, that we saw in the third compared toQ2 '07 can be contributed as based as probably to the weather. But, alsobecause of decline curves that is typical from wellfields that are well intotheir production cycles. Our first wellfield in PA3 Kingsville began producingin February of 2007 and its production rate slowed in the third quartercompared to prior months. Likewise, production from Vasquez, contributed over 20,000pounds in the second quarter of '07 compared to just 6,000 pounds this quarter.On the flip side, we will be brining on our next new wellfield at KingsvilleDome and that we expect to be contributing production in December this year. Looking to sales, our sales and revenues in the thirdquarter were $10.4 million…

Debby?

We're ready Claudia, for your questions.

Thank you, ladies and gentlemen, at this time we'll beconducting a question-and-answer session. (Operator Instructions) Our first question is coming from [BillGordon] with Gordon Capital. Please state your question.

Good morning, Dave.

Good morning, Bill

The slight sense that we are getting for mill, how does thatevolve. In other words, the net page would be getting permitting to do the milland then to build the mill, what type of timeline do we have here?

Rick, would you like to answer that.

Yeah. The license we are acquiring is the possession onlylicense, which allows the restoration to (inaudible) at plant. Since we arebuying a 100% of Rio Algom Mining Limited that license will come over to uswithout transferred. The only thing that happens is they verified that we arequalified to hold the license. Over about an 18 months to 2 year period, we aregoing to detailed engineering studies, that we will not only design the millbut also design the tailings, and this is probably the most single importantpart of the putting the new mill on site as getting the tailings there becausethat's where most of the environmental problems came from in past. Our tailing sales will be record compliant, 40 acres orless, double-lined, leak protection, there will be no discharge to the groundwater and there will be no wind blowing tailings problems. We believe that thiswill take again 18 months to 2 years that includes the engineering and thepermitting section activities of the NRC. It will culminate in a constructionand operating license that will then allow us to construct the plant.

Okay. One other question. I know going to next year in termsof the Federal District Courtin Denverregarding the Indian issue, and I assume that if we lost, it was going to gothe Supreme Court. I am told by couple of attorneys that the Supreme Courtdoesn't have to take the case, and if we lose, can leave it at the Denver Courtruling. Under those circumstances, I know Roca Honda, and Ambrosia are cleanand have no Indian claims on them. But from what I can put together a good dealon rest of our properties do have either relationships or as far as what I cansee calling it Indian country, approximately about 110 million or so pounds ofuranium, what is our risk here, how much can we negate from this if we lose?

I think the two areas are clearly Indian country if we werenot to prevail that section would be the Church Rock properties, Crownpointproperties and Nose Rock and they all have different arguments for them. In thecase of Nose Rock, it's one where the land we turned over to Navajo Nation withthe provision from Santa Ferailroad when they turned it over to them. If there was anything elsecommercial on the property that would had to be turned back to Santa Fe. And the factthat they did that once when Phillips Petroleum discovered those rocks and thenwhen Phillips left that, they turned it back in Navajo, so I think that'sanother issue as well. I think Church Rock area is like 19 million pounds(inaudible) the Crownpoint is like 15 and Nose Rock like is 22.

Alright. We're talking about 50%, half of our uraniumreserves will be at risk here?

If you view it that way, then my thoughts are the court isone thing, but it's making movement to resolve the Navajo land itself. And Ithink working now this is an issue in New Mexico, there is a lot of favorable movement on statelocal and federal level to use those interested parties that help us resolvethis issue.

I see, okay. Thank you very much.

Welcome.

(Operator Instructions) Our next question is coming fromDavid Snow with Energy Equities. Please state your question.

Yeah, hi, if you do original mill and other company'sjoined, were there be a promotor or would it be heads-up contribute capital toget that proportional share of the mill or how will that work?

It will be done in a manner to maximize return to ourshareholders. Right now, we are simply listening, we spent a lot of timeevaluating the state, realizing the strategic value and finding the deal. Right now, we are talking to all interested parties to see whatthe options are, what kind of structure makes most sense to us that brings theindustry together in original mill. So it's early in the game do decide that weare talking to all interested parties. Again, we will do it in manner thatmaximizes return to our shareholders.

It was sound like you would have to create a line betweenmaximizing return in terms of just egregiousness versus getting original milland lowering costs and getting the total industry on board, you've had twoobjectives here?

Yeah, I think it's part of problem in New Mexico as there has been to doublenegatives. One the Indian country issues, the other is that there is no mill.And that left all the companies down there speaking with different voices. Wesee ourselves emerging as a natural leader in New Mexico with a lot of interest there. Weare not looking to shut people out. We are looking to bring the industrytogether to get us over these hurdles. In Uranium development, it's not easyanywhere in the world. More companies we have involved the better. And againthere is 200 million pounds to 300 million pounds (inaudible) to this mill siteand we look to use our position to get our fair share on that.

(inaudible) how many million pounds?

200 million pounds to 300 million pounds that couldpotentially go through this conventional mill.

It would seem like if you do emerge as a leader in the stockmarket as you are doing that it would be just natural to stress more in withyou and it would also seem from talking to them that they wouldn't be fightingit other than perhaps spot who owns a big slug of it, and I'm wondering ifthat's something that would logically follow or whether you get too manyJapanese partners involved to do something like that, or any other kind ofa...?

As I said in my opening comments, I am not going to discussanything that compromises any strategic impact to Rio Algom. I am certainly notgoing to comment on any potential M&A activity.

Alright. And I'm just trying to also ask how many ore bodieswere in the 20 million pounds that you are acquiring with this Rio Algom deal?

Rick, would like to answer that?

There was one major ore body that comprises over half of the20 million pounds and then the rest is broken up into six, well, I guess, sixor seven other smaller ore bodies.

Any of those could be potentially (inaudible) minimal?

There may be. We have to do metallurgical testing and checkit out.

And those would be outside of the Indian issue ground?

That is correct.

Okay, alright. How deep are they?

They are in the range of 800 feet t o 12,000 feet deep.

Okay. And then just as nitty-gritty. What's the differencebetween cost of sales versus cost of production, any thought, somebody could[enlight] me on that?

Cost of sales and cost of production; one, the cost ofproduction reflects what we incurred during the quarter to produce material.The cost of sales is what the costs, that were flow through the incomestatement per pounds sold during the and the cost of sales would be comprisedof the prior periods ending inventory plus the current costs, the productioncosts that flow through during the quarter.

Okay. So, the more probably representative (inaudible) interms of run rate would be the cost of production?

Correct.

Alright. Also is there any progress in making some of thestrategic acquisitions in Texasthat you need to ramp up or where do you standing at very tedious process?

We are looking picking up any promising exploration propertywe can. We hire people to do it and that's what we're pursuing with.

Okay. You had some oil company deals that you are helping toget done, is that coming along, or how do you see that moving?

There is an affinity when you are doing Uranium exploration,you are tended to occur right above oil deposits, so talking with oil companiesthat's where the oil is, that's hopefully finding Uranium, that's one of thingswe do.

Thank you. (Operator Instructions) It appears we have nofurther questions. I would like to turn the floor back over to Debbie Pawlowskifor closing comments.

Thank you very much everyone. We appreciated your listeningin today. If you have any questions, don't hesitate to give us a call. As youknow, we do push the transcript once we have it available of the teleconferenceincluding the Q&A. If you are not receiving e-mails from us with thisinformation, please call us and let us know either myself or Jim Culligan. Sowith that, we will say have a good day.

Ladies and gentlemen, this does conclude today's teleconference.We thank you for you participation and you may disconnect your lines at thistime.