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EXHIBIT 1

Cameco Corporation

Annual Information Form

April 16, 2003





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Cameco Logo

Cameco Corporation

ANNUAL INFORMATION FORM

For the Year Ended December 31, 2002

Dated April 16, 2003





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Cameco Corporation
Annual Information Form
Table of Contents

|                                                              |  |                                                     |                                              |                      |   |    |    | 
|------------------------------------------------------------- |  | --------------------------------------------------- | -------------------------------------------- | -------------------- | - | -- | -- | 
|REPORTING CURRENCY AND FINANCIAL INFORMATION                  |  |                                                     | 1                                            |                     
|NOTE REGARDING FORWARD LOOKING STATEMENTS                     |  |                                                     | 1                                            |                     
|INCORPORATION AND SUBSIDIARIES                                |  |                                                     | 1                                            |                     
|GENERAL DEVELOPMENT OF THE BUSINESS                           |  |                                                     | 2                                            |                     
|                                                              |  | Three-Year Highlights                               |                                              |                      | 3 |   
|                                                              |  | 2003 Expected Material Developments in the Business |                                              |                      | 4 |   
|THE NUCLEAR BUSINESS                                          |  |                                                     | 5                                            |                     
|                                                              |  | Overview                                            |                                              |                      | 5 |   
|                                                              |  | Uranium Concentrates Business                       |                                              |                      | 5 |   
|                                                              |  |                                                     | Market Background                            |                      |   | 5  |   
|                                                              |  |                                                     | Marketing                                    |                      |   | 8  |   
|                                                              |  |                                                     | Mining Properties                            |                      |   | 8  |   
|                                                              |  |                                                     |                                              | McArthur River       |   |    | 9  | 
|                                                              |  |                                                     |                                              | Rabbit Lake          |   |    | 14 | 
|                                                              |  |                                                     |                                              | Crow Butte           |   |    | 15 | 
|                                                              |  |                                                     |                                              | Smith Ranch-Highland |   |    | 15 | 
|                                                              |  |                                                     | Development Projects                         |                      |   | 15 |   
|                                                              |  |                                                     |                                              | Cigar Lake           |   |    | 15 | 
|                                                              |  |                                                     |                                              | Inkai                |   |    | 19 | 
|                                                              |  |                                                     | Exploration                                  |                      |   | 19 |   
|                                                              |  |                                                     | Reserves and Resources                       |                      |   | 20 |   
|Uranium Fuel Conversion Services                              |  |                                                     | 24                                           |                     
|                                                              |  |                                                     | Market Background                            |                      |   | 24 |   
|                                                              |  |                                                     | Marketing                                    |                      |   | 24 |   
|                                                              |  |                                                     | Operations                                   |                      |   | 25 |   
|                                                              |  |                                                     | Research and Development                     |                      |   | 26 |   
|                                                              |  |                                                     | Environment                                  |                      |   | 26 |   
|Legal Proceedings                                             |  |                                                     | 26                                           |                     
|Environmental Matters                                         |  |                                                     | 26                                           |                     
|                                                              |  |                                                     | Cameco Initiatives                           |                      |   | 27 |   
|                                                              |  |                                                     | Canada                                       |                      |   | 27 |   
|                                                              |  |                                                     | US Environmental Regulation                  |                      |   | 29 |   
|Government Regulation                                         |  |                                                     | 29                                           |                     
|                                                              |  |                                                     | Canadian Uranium Industry Regulation         |                      |   | 30 |   
|                                                              |  |                                                     | US Uranium Industry Regulation               |                      |   | 32 |   
|                                                              |  |                                                     | Land Tenure                                  |                      |   | 33 |   
|                                                              |  |                                                     | Canadian Royalties and Certain Taxes         |                      |   | 34 |   
|                                                              |  |                                                     | Canadian Income Taxes                        |                      |   | 34 |   
|                                                              |  |                                                     | US Taxes                                     |                      |   | 35 |   
|Employees                                                     |  |                                                     | 35                                           |                     
|Risk Factors                                                  |  |                                                     | 35                                           |                     
|Bruce
Power LP 
Nuclear Electrical Generation                |  |                                                     | 38                                           |                     
|                                                              |  |                                                     | Overview                                     |                      |   | 38 |   
|                                                              |  |                                                     | The Generating Facilities                    |                      |   | 39 |   
|                                                              |  |                                                     | Bruce A Restart                            |                      |   | 40 |   
|                                                              |  |                                                     | Ontario Deregulation                         |                      |   | 40 |   
|                                                              |  |                                                     | Cameco Fuel Management                       |                      |   | 41 |   
|                                                              |  |                                                     | OPG Services to Bruce Power                  |                      |   | 41 |   
|                                                              |  |                                                     | Nuclear Waste Management and
Decommissioning |                      |   | 42 |   
|                                                              |  |                                                     | Regulatory Affairs                           |                      |   | 42 |   
|                                                              |  |                                                     | Nuclear
Generation  Risk Factors            |                      |   | 43 |   
|THE GOLD BUSINESS                                             |  |                                                     | 46                                           |                     
|                                                              |  |                                                     | Overview                                     |                      |   | 46 |   
|                                                              |  |                                                     | Kumtor  Gold Producing Property             |                      |   | 47 |   
|                                                              |  |                                                     | Boroo  Gold Development Property            |                      |   | 52 |   
|                                                              |  |                                                     | Reserves and Resources                       |                      |   | 55 |   
|                                                              |  |                                                     | Legal Proceedings                            |                      |   | 55 |   
|                                                              |  |                                                     | Regulatory Compliance                        |                      |   | 55 |   
|                                                              |  |                                                     | Employees                                    |                      |   | 56 |   
|                                                              |  |                                                     | Risk Factors                                 |                      |   | 56 |   
|COMMON RISK FACTORS
URANIUM AND GOLD                          |  |                                                     | 57                                           |                     
|SELECTED CONSOLIDATED
FINANCIAL AND OPERATING INFORMATION     |  |                                                     | 60                                           |                     
|2002 CONSOLIDATED FINANCIAL
STATEMENTS                        |  |                                                     | 60                                           |                     
|MANAGEMENTS DISCUSSION AND ANALYSIS                          |  |                                                     | 61                                           |                     
|MINERAL
RESERVES AND RESOURCES  QUALIFIED PERSON             |  |                                                     | 61                                           |                     
|MARKET FOR SECURITIES                                         |  |                                                     | 61                                           |                     
|DIRECTORS AND OFFICERS                                        |  |                                                     | 61                                           |                     
|                                                              |  |                                                     | Directors                                    |                      |   | 61 |   
|                                                              |  |                                                     | Officers                                     |                      |   | 63 |   
|ADDITIONAL INFORMATION                                        |  |                                                     | 63                                           |                     
|APPENDIX A  2002 CONSOLIDATED
AUDITED FINANCIAL STATEMENTS |  |                                                     | 65                                           |                     
|APPENDIX B  2002 MANAGEMENTS
DISCUSSION AND ANALYSIS      |  |                                                     | 96                                           |                     





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REPORTING CURRENCY AND FINANCIAL INFORMATION

All amounts in this Annual Information Form are expressed in Canadian dollars,
unless otherwise indicated. References to $(US) are to United States (US)
dollars.

Financial information is presented in accordance with Canadian generally
accepted accounting principles. Differences between generally accepted
accounting principles in Canada and the United States, as applicable to Cameco
Corporation, are explained in the Consolidated Financial Statements of the
Company for the fiscal year ended December 31, 2002 and attached as Appendix
A.

NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements in this Annual Information Form and the information
incorporated herein are forward-looking statements. Discussions containing
forward-looking statements may be found in the material set forth in the
General Development of Business, The Nuclear Business, The Gold
Business, Common Risk Factors-Uranium and Gold and Managements Discussion
and Analysis sections. In addition, when used in this Annual Information
Form, the words believes, intends anticipates, expects, estimates and
words of similar import may indicate forward-looking statements. Statements
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 forward-looking
statements. Factors that could cause such differences, without limiting the
generality of the following, include: volatility and sensitivity to market
prices for uranium, conversion services, electricity in Ontario and gold; the
impact of the change in volume of uranium and conversion services sold,
electricity generated and gold produced; competition; the impact of change in
foreign currency exchange rates and interest rates; imprecision in reserve
estimates; environmental and safety risks including increased regulatory
burdens and long term hazardous waste disposal; unexpected geological or
hydrological conditions; political risks arising from operating in certain
developing countries; a possible deterioration in political support for nuclear
energy; changes in government regulations and policies, including trade laws
and policies; demand for nuclear power; replacement of production and failure
to obtain necessary permits and approvals from government authorities;
legislative and regulatory initiatives regarding deregulation, regulation,
re-regulation or restructuring of the electric utility industry in Ontario;
Ontario electricity rate regulations; weather and other natural phenomena;
ability to maintain and improve positive labour relations; operating
performance of the facilities; success of planned development projects; and
other development and operating risks. Although Cameco Corporation believes the
assumptions inherent in forward-looking statements are reasonable, undue
reliance should not be placed on these statements, which only apply as of the
date of this Annual Information Form. Cameco Corporation disclaims any
intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future developments or otherwise,
except as otherwise required by applicable law.

INCORPORATION AND SUBSIDIARIES

Incorporation

Cameco Corporation (Cameco or the Company) was incorporated under the
Canadian Business Corporations Act (CBCA) on June 19, 1987 to combine the
uranium mining and milling operations of Saskatchewan Mining Development
Corporation (SMDC) with the uranium mining, refining and conversion
operations of Eldorado Nuclear Limited (ENL), since renamed Canada Eldor
Inc. (CEI) (the Reorganization). The Reorganization of SMDC and ENL was
accomplished by the Eldorado Nuclear Limited Reorganization and Divestiture Act
(Canada) (the ENL Reorganization Act) and The Saskatchewan Mining Development
Corporation Reorganization Act (Saskatchewan). Pursuant to this legislation,
in October 1988 CEI and SMDC transferred substantially all of their assets to
Cameco in exchange for Cameco assuming substantially all of their current and
certain other liabilities and issuing common shares, one Class B Share and
promissory notes of the Company.

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| | 1 | 2002 Cameco Annual Information Form





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On June 18, 2001, legislation to amend the ENL Reorganization Act was passed by
the federal government. The legislative amendment allowed Cameco to proceed
with an amendment to Camecos articles to increase the individual non-resident
share ownership from 5% to 15% and to increase the limit on aggregate
non-resident ownership voting rights from 20% to 25%. This amendment was
approved by special resolution of Camecos shareholders at the 2002 annual
shareholders meeting.

At its formation, Camecos share capital was owned 61.5% and 38.5%,
respectively, by the province of Saskatchewan and the Government of Canada. The
Company became a publicly traded company in Canada after the initial public
offering of its common shares in 1991. The province of Saskatchewan and the
Government of Canada have sold all of their common shares in Cameco. The
province of Saskatchewan retains one Class B share in Cameco.

The province of Saskatchewan, as the holder of the Class B share (the Class B
Share), is entitled to receive notice of and to attend all meetings of
shareholders including meetings of any class or series thereof but does not
have the right to vote at any such meeting other than a meeting of the holder
of the Class B Share as a class. The holder of the Class B Share does not have
the right to vote separately as a class except on any proposal to (i) amend
Part I of Schedule B of Camecos articles, (ii) amalgamate that would effect an
amendment to Part I of Schedule B of Camecos articles, or (iii) amend the
articles so as to alter the rights attached to the Class B Share. Part I of
Schedule B of Camecos articles currently provides that (A) the registered
office and head office operations of Cameco must be located in the province of
Saskatchewan, (B) all of the executive officers (chairman and vice-chairman of
the board, chief executive officer, chief operating officer, chief financial
officer and president) of the Company and substantially all of the senior
officers (vice presidents) of the Company must be ordinarily resident in the
province of Saskatchewan, and (C) all annual meetings of shareholders of the
Company must be held at a place in the province of Saskatchewan.

At the 2003 annual and special shareholders meeting, shareholders will be asked
to approve two amendments to Camecos articles. First, to permit the board to
appoint one or more directors between meetings of shareholders, as permitted by
the CBCA, subject to certain limitations. Second, to remove the requirement
that the chairman of the board must be ordinarily resident in the province of
Saskatchewan. For the first amendment to be effective, it must be approved by
shareholders by special resolution. For the second amendment to be effective,
it must approved by shareholders by special resolution and by the province of
Saskatchewan, the holder of the Class B Share.

Camecos head office and principal place of business is located at 2121  11th
Street West, Saskatoon, Saskatchewan, Canada, S7M 1J3, telephone (306)
956-6200.

Subsidiaries

Cameco owns a one-half interest in UEM Inc. (UEM), a Canadian company.

The Company owns a one-third interest in Kumtor Gold Company (KGC), a Kyrgyz
company, through its wholly owned Canadian subsidiary Cameco Gold Inc.

Cameco owns a 31.6% limited partnership interest in Bruce Power Limited
Partnership (Bruce Power), an Ontario limited partnership, through its wholly
owned Canadian subsidiaries Cameco Bruce Holdings Inc. and Cameco Bruce
Holdings II Inc.

No other subsidiaries are individually or collectively material.

GENERAL DEVELOPMENT OF THE BUSINESS

Cameco is the worlds largest uranium supplier. The Companys competitive
position is based upon its large, high-grade reserves and low-cost operations,
significant market position and access to other supplies of uranium. Cameco
sells its produced and acquired uranium to electric utilities for use in the
nuclear generation of electricity. In addition to uranium mining, Cameco is one
of the four commercial converters of uranium concentrates (U3O8) to UF6
(uranium hexafluoride) in the western world and the principal supplier of
services to convert uranium concentrates to UO2 (uranium dioxide). Cameco,
through subsidiaries, has a 31.6% limited partnership interest in Bruce Power,
which operates North Americas largest nuclear electricity
generating facility. Bruce Power operates four, and with plans to

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restart two additional reactors will operate six, nuclear reactors at the
facility. While Cameco continues its principal focus on the nuclear business,
it is also in the gold business. A Cameco subsidiary has brought into
commercial production and operates the large Kumtor gold mine in the Kyrgyz
Republic in Central Asia. A Cameco majority owned subsidiary is developing the
Boroo gold mine in Mongolia. The Company continues to actively explore for
uranium and gold in a number of countries.

Three-Year Highlights

Major developments in Camecos business in each of the fiscal years ended
December 31, 2000 to December 31, 2002 were as follows:

2000

Highlights from 2000 included:



| |  | In July, the Inkai project, which is 60% owned by Cameco, received the
Kazakh government approvals necessary to begin test mining as a precursor
to preparation of a feasibility study.                                                                                                                                                                     
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | In October, Cameco and British Energy plc (BE) signed a memorandum of
understanding providing for Cameco to acquire a 15% interest in Bruce
Power, which had signed an agreement to lease and operate the Bruce A
and B nuclear power plants and related facilities from Ontario Power
Generation Inc. (OPG), subject to meeting certain conditions.
| 
| |  | In November, Cameco declared that McArthur River mine had achieved
commercial levels of production.                                                                                                                                                                                                                                                         
| 
| |  | McArthur River reserves were restated to 395 million pounds U3O8.
McArthur River reserves and resources as at December 31, 2000 totaled 540
million pounds U3O8 of which Camecos share was 69.805%.                                                                                                                                                        

2001

Highlights from 2001 included:



| |  | In April, Bruce Power decided to proceed with the restart of two Bruce
A nuclear reactors whose operation was previously suspended by Ontario
Hydro (predecessor to OPG), subject to regulatory approval.                                                                                     
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | In May, Bruce Power became the operator of the Bruce A and Bruce B
nuclear power plants, having received operating licenses from the Canadian
Nuclear Safety Commission (CNSC) and finalized and closed its long-term
lease with OPG of these nuclear power plants and related facilities.
| 
|  |  | At that time a Cameco subsidiary acquired a 15% interest in Bruce Power and
Cameco became the exclusive supplier of non-enriched nuclear fuel to the
Bruce nuclear plants.                                                                                                                      



| |  | In June, the joint venture owners approved the Cigar Lake feasibility
study and decided to schedule Cigar Lake development for a 2005 production
start up, subject to regulatory approval and an improvement in the uranium
price.                                  
|- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | In November, an amendment to the Russian highly enriched uranium
commercial agreement (HEU Commercial Agreement) was signed. By
year-end, a Cameco subsidiary had exercised options to purchase 63 million
pounds U3O8 under the amended HEU Commercial Agreement.
| 
| |  | In December, production of 18 million pounds U3O8 was achieved at the
McArthur River-Key Lake operations, one year ahead of schedule.                                                                                                                               
| 
| |  | In December, the government of Saskatchewan announced a new uranium
royalty regime, which took effect January 1, 2002.                                                                                                                                              

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2002

Highlights from 2002 included:



| |  | In February, the province of Saskatchewan sold its remaining common
shares (10%) of Cameco.                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | In March, a Cameco subsidiary acquired a 52% interest in AGR Limited
(AGR), which interest increased to 56% in December. AGR, through
subsidiaries, has a 95% interest in the Boroo gold deposit in Mongolia,
which is under development.                                                                                                                                                                                                                                                                                                                           
| 
| |  | In June, a Cameco subsidiary purchased the Smith Ranch uranium in situ
leach mine located in Wyoming, nearby the subsidiarys Highland mine,
making Cameco, through subsidiaries, the sole primary producer of uranium
in the United States.                                                                                                                                                                                                                                                                                                                          
| 
| |  | In July, Cameco signed a memorandum of agreement as an initial step
toward entering into a partnership to construct a $1.1 billion (US)
enrichment facility in the United States. Under the terms of the
agreement, subject to satisfaction of certain conditions, Cameco will
obtain, upon entering into the partnership, an initial 20% interest in the
partnership. Following receipt of the NRC license and a restructuring of
the partnership, Camecos interest will increase to 24.5%. In March 2003,
Cameco announced that it would not enter the partnership.
| 
| |  | In July, a pit wall failure occurred at the Kumtor mine, reducing 2002
gold production from a forecast 700,000 ounces to 528,550 ounces (Camecos
share is one-third).                                                                                                                                                                                                                                                                                                                                                                                                
| 
| |  | In December, Cameco announced an increase in its annual common share
dividend from $0.50 to $0.60 per share. The dividend increase takes
effect for shareholders of record at the end of the first quarter 2003.                                                                                                                                                                                                                                                                                                                                                      
| 
| |  | In December, Cameco signed an agreement, along with others, to
collectively purchase 79.82% of Bruce Power from BE. In February 2003,
the purchase closed and Camecos limited partnership interest in Bruce
Power, held through subsidiaries, increased from 15% to 31.6%.                                                                                                                                                                                                                                                                                           

2003 Expected Material Developments in the Business

Along with the additional interest in Bruce Power acquired in February 2003,
the following are the significant trends, events and commitments known to
Cameco that could have a material impact in 2003 on Camecos business,
financial condition or results of operations:



| |  | In February 2003, Cameco and the Kyrgyz government agreed in principle to
restructure the Kumtor mine ownership. The proposed restructuring
envisions that Cameco, through subsidiaries, would hold all of the common
shares of KGC, the owner of the Kumtor mine. It is contemplated that KGC
would eventually be part of a publicly traded gold company established by
Cameco. The restructuring is consistent with Camecos gold strategy and
contingent upon a number of factors including further negotiations leading
to final agreements acceptable to Cameco and the Kyrgyz government,
approvals by third party institutions and a fairness opinion requested by
the Kyrgyz government.
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | In 2003 Bruce Power intends to restart two of the four
laid-up units of the Bruce A station. In April 2003, the CNSC amended Bruce Powers
operating licence for this station to allow for the restart of units 3 and 4.
This allows Bruce Power to remove these units from their shutdown state once an officer designated
by the CNSC is satisfied that the units are ready to operate at full power. Once they are back
in service, Bruce Powers net generating capacity will increase from 3160 MW to
4640 MW. An average capacity factor of 88% is planned for the Bruce A and B
stations.                                                                                          
| 
| |  | Camecos issue of preferred securities ($125 million (US)) is redeemable
at par on or after October 14, 2003. Currently, Cameco has not determined
whether the securities will be redeemed in 2003.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| 
| |  | The price of gold strengthened considerably in 2002. As of March
31, 2003, approximately 19% of Camecos production from existing gold reserves is hedged,
including about 41% of remaining 2003 estimated production. The remaining 2003 estimated production
is hedged at an expected price of $318 (US) per ounce. Cameco intends to reduce its
hedge position.                                                                                                                                                                                                                                                                                                                              

| |   |                                    
| | - | -----------------------------------
| | 4 | 2002 Cameco Annual Information Form





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| |  | Production at Camecos McArthur River mine was temporarily suspended
on April 6, 2003, as increased water inflow from an area of collapsed rock in a new
development area, located just above the 530-metre level, began to flood non-critical
portions of the mine. No one was injured in the rock collapse. As of April 14, 2003, the
volume of water being pumped from the McArthur River mine slightly exceeded the total
water inflow. The situation continues to be serious and fluctuates frequently as mine personnel
closely monitor water levels as well as pumping and water treatment equipment. The most critical
area of the mine remains unaffected but water is being stored close to this area and there
is only minimal storage left in the mine.
|- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | Since the rock collapse, mine personnel focused on matching
the mines pumping and treatment capacity to the water inflow. Installing extra pumping
capacity took longer than anticipated. As a result, the grinding mill, located in one of the
lowest areas of the mine, is under water, as water accumulated in the mine. However, mine
personnel have successfully added more pump capacity so that, as of April 14, 2003, the mine
is currently pumping out slightly more water than is coming in.
| |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | Water treatment capacity, on the surface, has also been substantially
increased and is currently capable of matching the pumping capacity. Mine personnel have also
improved the method of measuring water inflow and determined that the flow rate is higher than initially
estimated.
| |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | Most of the pumping capacity is located on the 530-metre
level below surface. The critical area of the mine, located 640 metres below the surface,
contains the ore processing equipment and large pumps that will be lost if total mine
pumping capacity does not keep up with the water inflow. Based on the inflow rates as of
April 14, 2003, if the mine cannot pump water from the 640-metre level, Cameco expects
to have about two weeks to install additional pumping capacity before the pumps on the 530-metre level
are impacted. Mine personnel continue to focus on increasing pumping and water
treatment capacity.
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | There has been slow progress constructing the concrete
barrier located in the development tunnel just above the 530-metre level. Based on plans and
information as of April 14, 2003, it will likely still take about two weeks before the
concrete barrier can begin to control the water inflow and another two or three months to
permanently seal off the area.
| |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | Although events are still unfolding, Cameco anticipates
production restart will be delayed four to six months based on conditions as of April 14,
2003. Annual mine and mill production will be well below the full capacity of 18.7 million
pounds of uranium. Given Camecos inventory position and other supply sources, a
production shortfall of this magnitude is not expected to impact deliveries under 2003 sales
contracts.
| |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | While the full impact of this situation is still being evaluated,
preliminary estimates indicate that 2003 net earnings will decline by about $4 to $5 million
for every month that McArthur River is unable to produce. This reduction in estimated
net earnings is based on the following assumptions:
| |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | costs associated with the efforts to bring the mine back into production
will be expensed as incurred,
| | - |  | ------------------------------------------------------------------------------------------------------



| |  |  | McArthur River production will be replaced by drawing
down higher-cost inventory,
| | - |  | ---------------------------------------------------------------------------------



| |  |  | annual forecast sales and delivery volumes remain
unchanged, and
| | - |  | ----------------------------------------------------------------



| |  |  | the uranium spot price does not change.
| | - |  | ---------------------------------------



| |  | The net earnings projection does not include any provision for
potential writedown of assets. As of April 14, 2003, it is not expected that a
writedown of a material amount would be necessary. However, Cameco will continue to assess
the carrying values of its assets as new information becomes available.
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | Operating cash flow in 2003 is expected to be relatively unaffected
unless Cameco decides to increase uranium product purchases.
| |  | --------------------------------------------------------------------------------------------------------------------------------

THE NUCLEAR BUSINESS

Overview

The only significant commercial use for uranium is to fuel nuclear power plants
for the generation of electricity. In recent years, nuclear plants generated
approximately 16% of the worlds electricity. According to the World Nuclear
Association, nuclear plant electric generating capacity is expected to grow
modestly between now and the year 2012, primarily as a result of new reactor
construction outside the US and improved reactor operation. The rate of growth
is expected to be somewhat below that of the total market for electricity.

The major stages in the production of nuclear fuel are uranium exploration,
mining and milling, refining and conversion, enrichment and fuel fabrication.
Once a uranium deposit is discovered and reserves delineated, uranium ore is
mined and upgraded at a mill to produce uranium concentrates. Mining companies
that do not operate conversion service facilities usually sell uranium
concentrates to electrical generating companies (utilities) around the world
on the basis of the U3O8 contained in the uranium concentrates. Utilities then
contract with converters, enrichers and fuel fabricators to produce the
required reactor fuel.

Camecos involvement in the nuclear business consists principally of (a)
exploring for, developing, mining and milling uranium ore to produce uranium
concentrates; (b) supplying uranium refining and conversion services to produce
UO2 and UF6; (c) selling produced and acquired uranium to utilities; and (d)
its subsidiaries collectively being a 31.6% limited partner in Bruce Power,
which operates North Americas largest nuclear electricity generating facility.

Uranium Concentrates Business

Market Background

Demand

The demand for U3O8 is directly linked to the level of electricity generated by
nuclear power plants. Western world annual uranium fuel consumption has
increased from approximately 56 million pounds U3O8 in 1980 to about 154
million pounds in 2002. Cameco estimates that annual uranium fuel consumption
in the western world will reach 168 million pounds in 2012, reflecting an
annual growth rate of 0.9% per year over the period. Demand could be increased
slightly by the current trend toward improving plant operating performance or
reduced by the premature closing of some nuclear power plants. Demand in the
former Soviet Union and Eastern Europe was about 19 million pounds in 2002 and
is expected to increase to about 20 million pounds in 2012.

Supply

The international uranium supply industry is highly competitive. Uranium
supply sources include primary mine production and secondary sources such as
excess inventories, uranium made available from the decommissioning of nuclear
weapons, re-enriched depleted uranium tails, and used reactor fuel that has
been reprocessed. Russia supplies most of the requirements of the former
Soviet Union and Eastern Europe from inventories, reprocessing of used reactor
fuel, and primary mine production.

| |   |                                    
| | - | -----------------------------------
| | 5 | 2002 Cameco Annual Information Form





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Primary Production

The uranium production industry is international in scope with a small number
of companies operating in relatively few countries. In 2001 (the latest year
for which figures are available), approximately 83% of the estimated world
production of 93 million pounds U3O8 was provided by eight producers: Cameco,
Cogema, WMC Resources Ltd., Energy Resources of Australia Ltd. and Rossing
Uranium Limited in the western world, and NAVOI Mining Metallurgical Kombinat
in Uzbekistan, KazAtomprom in Kazakhstan, and Priargunsky Industrial Mining and
Chemical Enterprise in Russia. Approximately 95% of estimated world production
was sourced from nine countries (in order of production, from greatest to
least): Canada, Australia, Niger, Uzbekistan, Namibia, Kazakhstan, Russia, the
US and South Africa.

The Canadian uranium industry has, in recent years, been the leading supplier
with production of approximately 33 million pounds U3O8 in 2001, or about 35%
of world production. Production from Cameco operated mines in Canada and the
US in 2002 was approximately 22 million pounds. Camecos share of this
production was approximately 16 million pounds.

Subject to the restraints described below, all primary production is available
to meet the demand of the nuclear power industry in the western world.

Secondary Sources

Each year since 1985, western world uranium production has been less than
western world utility uranium consumption. The resulting shortfall has been
covered by a number of secondary sources. Excess inventories held by
utilities, producers, other fuel cycle participants and governments (including
Russian government inventories) have been and continue to be a significant
source of supply. Utilities in Europe also use reprocessed uranium and
plutonium derived from used reactor fuel as a source of supply. In addition,
in recent years, another source of supply has been the use of excess Russian
enrichment capacity to re-enrich depleted uranium tails held by European
enrichers. Cameco estimates these two recycling sources will meet about 6% of
western world demand to 2012. Finally, uranium derived from the dismantling of
Russian nuclear weapons has become a significant source of supply and could
meet about 12% of western world demand to 2012. A limited amount of uranium
from the US weapons program has been introduced into the market but this is not
expected to become a significant supply source.

USEC Privatization

In July 1998, United States Enrichment Corporation (USEC) was privatized
through an initial public offering. In filing documents, USEC disclosed it had
a total uranium inventory of approximately 75 million pounds U3O8 equivalent,
including transfers from the United States Department of Energy (DOE) of 13
million pounds derived from the dismantling of US nuclear weapons. Of the 75
million pounds, sale in the US of approximately 40 million pounds is restricted
by the United States Enrichment Corporation Privatization Act (USEC
Privatization Act) to a maximum of four million pounds U3O8 equivalent per
year. Of the 75 million pounds, USEC announced plans to sell 62 million pounds
in the market from 2000 to 2005. To the end of 2002, Cameco believes USEC has
sold or committed about 80% of its inventory.

Uranium from Nuclear Disarmament

In February 1993, the United States and Russia signed an agreement (the
Russian HEU Agreement) to manage the sale of highly enriched uranium (HEU).
Under this agreement, over a term of 20 years, 500 tonnes of HEU, derived from
dismantling nuclear weapons, are to be diluted in Russia and delivered to the
United States as low enriched uranium (Disarmament LEU), suitable for use in
nuclear energy plants. Disarmament LEU scheduled for delivery during the
20-year period represents approximately 400 million pounds of natural uranium
as U3O8 (Disarmament Uranium).

The USEC Privatization Act, which became law in 1996, regulates the
introduction of Disarmament Uranium into the US market. Under the USEC
Privatization Act, Disarmament Uranium delivered after 1996 may be sold into
the US market beginning in 1998 subject to an annual quota. The quota for 2002
was 10 million pounds U3O8, and will increase by 2 million pounds per year to
2005, and thereafter by 1 million pounds per year to a maximum of 20 million
pounds per year beyond 2008. This material may also be used in the US for
matched sales with newly mined US origin U3O8 under the Russian suspension
agreement.

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Disarmament Uranium delivered in 1995 and 1996, totaling 14 million pounds U3O8
equivalent, was purchased by DOE. Under the USEC Privatization Act, 5 million
pounds U3O8 equivalent was subsequently repurchased by Russia for matched sales
into the US market. The remaining 9 million pounds U3O8 equivalent of this
material was to be sold by DOE prior to the end of 2003 in quantities not
exceeding 3 million pounds per year. As of the end of 2002, DOE had not sold
any of this material.

In 1999, DOE purchased 28 million pounds U3O8 equivalent contained in the
Disarmament LEU delivered by Russia in 1997 and 1998. DOE purchased this
material pursuant to the bilateral agreement related to the HEU Commercial
Agreement. This material, along with an additional 30 million pounds of DOE
inventory, is included in a US stockpile to be withheld from the market until
March 2009.

In 2003 and each year thereafter, Russia plans to deliver about 24 million
pounds U3O8 equivalent until the Disarmament LEU derived from the entire 500
tonnes of HEU included under the Russian HEU Agreement has been delivered to
the United States. To the end of 2002, about 135 million pounds U3O8 equivalent
had been delivered.

HEU Commercial Agreement

On March 24 1999, Cameco Europe S.A., a wholly owned subsidiary of Cameco,
along with Compagnie Generale des Matieres Nucleaires, RWE Nukem Inc. of the
United States and its affiliate RWE Nuklear GmbH of Germany (collectively the
Companies), signed the HEU Commercial Agreement with AO Techsnabexport
(Tenex), the commercial arm of the Russian Ministry for Atomic Energy. Under
the HEU Commercial Agreement, the Companies were granted options to purchase a
majority of the Disarmament Uranium.

On November 16, 2001, Tenex and the Companies signed an amendment to the HEU
Commercial Agreement. Under the terms of the amendment, the Companies committed
to exercise their options to purchase a quantity of uranium (about 124 million
pounds U3O8) equal to their share of the annual quota under the USEC
Privatization Act for the period 2002 to 2013. Cameco Europe S.A.s share is 53
million pounds. Tenex retained about 82 million pounds to sell under its
share of the quota. The Companies have exclusive options to purchase the
balance of the Disarmament Uranium. Subsequently in 2001, Cameco Europe S.A.
exercised options for an additional 10 million pounds. In late 2002, Cameco
Europe Ltd., a Swiss company, assumed the obligations and rights of Cameco
Europe S.A., a Luxembourg company, under HEU Commercial Agreement, as amended.

A series of related agreements between the US and Russian governments
(collectively, the Bilateral Agreement), which are integral to the HEU
Commercial Agreement, require Tenex to return to Russia the Disarmament Uranium
not purchased by the parties to the HEU Commercial Agreement and allows Russia
to use about 7 million pounds U3O8 equivalent annually for blending down HEU to
Disarmament LEU. Pursuant to the Bilateral Agreement, the balance of the
returned uranium is to be placed in a monitored stockpile. In the event the
monitored stockpile exceeds 58 million pounds U3O8 equivalent, Russia is
permitted to sell the excess into supply contracts in place on March 24, 1999,
mainly with utilities in Eastern Europe.

In 2002, all scheduled HEU deliveries were received in the US. A Cameco
subsidiary took delivery of its US quota share in 2002. The uranium not
purchased by the parties to the HEU Commercial Agreement has been or is being
returned to Russia, to be held in a monitored stockpile or used by Russia in
blending down additional HEU to Disarmament LEU.

Trade Restraints and Policies

The US government and the European Union (EU) have limited the access of CIS
suppliers to their respective markets. In the US, an ad hoc committee of
uranium producers and other companies filed an anti-dumping suit against the
former Soviet Union in 1991. The resulting settlement was effected in
suspension agreements signed in October 1992 by the US Department of Commerce
with Russia, Uzbekistan, Kazakhstan and Kyrgyzstan. The suspension agreements
with Uzbekistan, Kazakhstan and Kyrgyzstan have since terminated.

In 2000, the US International Trade Commission ruled that the suspension
agreement with Russia would remain in force until March 2004. The Russian
suspension agreement allows approximately 4 million pounds of Russian U3O8 per
year to be imported into the US, but only to the extent it is matched in sales
with an equal volume of new US production.

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| | 7 | 2002 Cameco Annual Information Form





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The Euratom Supply Agency in Europe, which must approve all uranium-related
contracts entered into by members of the EU, has an informal policy limiting
the use of Russian uranium to about 20% of annual individual utility
requirements.

The US and EU restrictions have no effect on the sales of Russian uranium to
other countries. About one-quarter of western world uranium requirements arise
from utilities in countries unaffected by the US and EU restrictions. In 2002,
approximately 28% of Camecos sales volume was to countries not subject to US
or EU restrictions. Utilities in some of these countries adopt policies which
effectively limit the amount of Russian uranium they will purchase. Such
policies often relate to security of supply concerns or their countrys
bilateral relations with Russia.

Prices

Utilities secure a substantial percentage of their uranium requirements by
entering into medium and long-term contracts with uranium producers. These
contracts usually provide for deliveries to begin one to three years after
signing and continue for several years thereafter. In awarding medium and
long-term contracts, Cameco believes utilities consider the commercial terms
offered, including price, as well as the producers record of performance and
uranium reserves.

Prices are established by a number of methods including base prices adjusted by
inflation indices, reference prices (generally spot price indicators but also
long term reference prices) and annual price negotiations. Many contracts also
contain floor prices, ceiling prices and other negotiated provisions which
affect the price ultimately paid. Prices under uranium supply contracts are
usually confidential.

Utilities also acquire uranium through spot and near-term purchases from
producers and traders. Spot market purchases are those which call for delivery
within one year. Traders generally source their uranium from organizations
holding excess inventory including utilities, producers and governments.
Demand in the spot market in 2002 remained essentially the same as 2001, with
sales of about 19 million pounds U3O8.

As reported by TradeTech, the spot market price for U3O8 increased by
approximately 7% in 2002, ending the year at $10.20 (US) per pound compared to
$9.50 (US) per pound at the end of 2001. In addition, due to trade
restrictions and policies, a two-tier market has existed such that there has
been a discount for uranium of Russian origin. In 2001 the two prices largely
converged and TradeTech no longer publishes a price that applies to Russian
origin uranium; however, Ux Consulting, LLC continues to publish a discount for
Russian uranium currently at US $0.20 per pound.

Marketing

Cameco markets uranium to utilities in direct competition with supplies
available from various sources worldwide. Camecos marketing strategy is to
commit its uranium production under medium-term (three to five years) and
long-term (greater than five years) contracts with a diversified mix of pricing
mechanisms. Uranium concentrates sold under medium-and-long term contracts may
be governed by one of a variety of price determination mechanisms. For
concentrates delivered by Cameco in 2002, the following pricing mechanisms
applied: negotiated (6%), firm-price (37%) and market-related (57%).

Sales contracts typically contain some quantity flexibility that enables the
purchaser to reduce or increase the amount of uranium to be delivered from year
to year within a specified range. In general, utilities purchase from multiple
suppliers in order to diversify their sources. Cameco sells uranium
concentrates to utilities in Argentina, Belgium, Canada, Finland, Germany,
Japan, Mexico, Netherlands, South Korea, Spain, Sweden, Taiwan, United Kingdom,
and the US.

In 2002, approximately 34% of Camecos U3O8 sales were to five customers. For
the period 2003 forward, Cameco has commitments in excess of 100 million pounds
U3O8 under 77 medium-term and long-term contracts with more than 40 customers
worldwide. Camecos five largest customers account for approximately 45% of
these commitments. Over this period, 66% of Camecos committed sales volume is
to purchasers in North America (US, Canada and Mexico), 21% in the Far East and
13% in Europe.

Cameco generally does not sell into the spot uranium market. Cameco, however,
has taken advantage of low spot and long-term market prices to purchase uranium
under spot and long-term contracts. Cameco intends to deliver this
purchased material into certain long-term contracts and may make additional
purchases of this type in the future. At December 31, 2002, Cameco had firm
commitments to purchase approximately 96 million pounds U3O8 over the 2003-2013
period, of which 60 million pounds is the result of Cameco Europe S.A.s
exercise of certain options under the HEU Commercial Agreement.

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| | 8 | 2002 Cameco Annual Information Form





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Mining Properties

The Companys uranium production is from two sources in Saskatchewan and two
sources in the US. The Saskatchewan sources are the Rabbit Lake mine and mill
and the combined McArthur River mine  Key Lake mill. The US sources are Crow
Butte and Smith Ranch-Highland in situ leach (ISL) operations. Cameco has two
material uranium properties, McArthur River, which is being mined, and Cigar
Lake, which is being developed.

The Key Lake mill processes McArthur River ore and stockpiled ore from the
depleted Key Lake mine. Mining at Key Lake ended in 1997. At Rabbit Lake,
mining ceased in April 1999 and milling ceased in May 2001 and both activities
resumed in 2002.

Except for nominal test mining uranium production from Inkai, the following
table shows Camecos share of uranium production for the past three years from its uranium properties
(all in pounds U3O8):

|                         |  |      |            |      |  |      |            |  |  |  |            | 
|------------------------ |  | ---- | ---------- | ---- |  | ---- | ---------- |  |  |  | ---------- | 
|                         |  | 2000 |            | 2001 |  | 2002
|                         |  |      |            |      |  |     
|Key Lake (1)             |  |      | 870,000    |      |  |      | 648,000    |  |  |  | 190,000    | 
|Rabbit Lake (2)          |  |      | 7,253,000  |      |  |      | 4,563,000  |  |  |  | 1,143,000  | 
|Crow Butte               |  |      | 792,000    |      |  |      | 805,000    |  |  |  | 763,000    | 
|Smith
Ranch-Highland (3) |  |      | 881,000    |      |  |      | 695,000    |  |  |  | 887,000    | 
|McArthur River
(4) (5)   |  |      | 6,787,000  |      |  |      | 12,048,000 |  |  |  | 12,906,000 | 
|Total                    |  |      | 16,583,000 |      |  |      | 18,759,000 |  |  |  | 15,889,000 | 
|                         |  |      |            |      |  |      |            |  |  |  |            | 



---

|(1) |  | The discrepancy between 2002 Key Lake production and 2002 throughput
shown in the Uranium Reserve Reconciliation at page 22 is due to the
impact of mill recovery and special waste rock.                                                                                                
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | The discrepancy between 2002 Rabbit Lake production and 2002 throughput
shown in the Uranium Reserve Reconciliation at page 22 is due to the
impact of mill recovery and filling of the mill circuit in July 2002.                                                                       
|   
|(3) |  | A Cameco subsidiary acquired Smith Ranch in June 2002. Smith
Ranch-Highland 2002 production figure includes the subsidiarys share of
Smith Ranch production after closing of the acquisition. Smith
Ranch-Highland 2000 and 2001 production figures do not include Smith Ranch
production.
|   
|(4) |  | The discrepancy between 2002 McArthur River production and 2002
throughput shown in the Uranium Reserve Reconciliation at page 22 is due
to the impact of mill recovery, mill inventory and special waste rock.                                                                          
|   
|(5) |  | Milled at Key Lake.                                                                                                                                                                                                                                                                        
|   

McArthur River

McArthur River is an underground uranium mine, in which Cameco has a direct and
indirect interest of 69.805%. It contains the worlds largest known high-grade
uranium deposit. McArthur River is owned by joint venture partners Cameco
(55.844%), Cogema (16.234%) and UEM (27.922%), a company equally owned by
Cameco and Cogema. Cameco is the operator. At December 31, 2002, the
Companys share of reserves are 618,800 tonnes of ore containing 318.8 million
pounds U3O8 with an average grade of 23.4% U3O8 and its share of resources are
372,000 tonnes of material containing 77.8 million pounds with an average grade
of 9.5% U3O8.

At an assumed annual production of 18 million pounds, Cameco estimates that
McArthur River will have a mine life of at least 25 years and a payback period
of capital invested of approximately 5 years after 2002.

Property Description and Environment

This property is located near Toby Lake in northern Saskatchewan, approximately
620 kilometres north of Saskatoon. The McArthur River mine site is compact,
occupying approximately an area of one kilometre in the north/south direction
and half a kilometre in the east/west direction. The site consists of an
underground mine, one full service shaft and two ventilation shafts along with
numerous surface facilities, including inert waste rock stockpiles, a large
capacity mine water treatment plant, a pump house, ponds, standby diesel
generators as well as maintenance and warehousing facilities. Other major
facilities include the orebody freezing plant, the administration/shop complex,
the ore slurry handling and truck load-out facility.

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The surface facilities and mine shafts for the McArthur River operation are
located on lands owned by the province of Saskatchewan. Cameco acquired the
right to use and occupy the lands under a surface lease agreement with the
province of Saskatchewan. The most recent surface lease agreement was signed in
April 1999 and is valid for 33 years. Obligations attached to the surface lease
relate primarily to annual reporting regarding the status of the environment,
land development and progress on northern employment and business development.
The lease is renewable if necessary until full property decommissioning has
been achieved. The McArthur River surface lease presently covers 1,425
hectares. However, Cameco is seeking to reduce the size of the surface lease to
about 651 hectares.

The mineral property consists of 21 mineral claims and one mineral lease
totaling 84,818 hectares.

The McArthur River uranium deposit is located in the area subject to mineral
lease ML5516. Under this mineral lease, effective March 8, 1994, Cameco
acquired the right to mine this deposit. The mineral lease is for a term of 10
years with the right to renew for successive subsequent 10 year terms absent a
default by Cameco.

Surrounding the McArthur River uranium deposit are 21 mineral claims. A mineral
claim grants the holder the right to explore for minerals within the claim
lands and the right to apply for a mineral lease. Title to the 21 mineral
claims is secured until 2017.

All resources and reserves on the property are part of the McArthur River
orebody.

For additional information on mineral leases, mineral claims and surface
leases, see Land Tenure-Saskatchewan Operations.

Uranium produced from this property is subject to Saskatchewan royalties as
described in Government Regulation-Canadian Royalties and Certain Taxes.
Also UEM, with respect to its participating interest in the McArthur River
joint venture, is required to pay 5% of net profits, up to a maximum of $1.9
million, to a third party.

The property is subject to decommissioning liabilities. In accordance with
regulatory requirements, Cameco has filed with the provincial government a
conceptual decommissioning and reclamation plan and has provided a $6.0 million
letter of credit as security for decommissioning the property.

Two permits must be maintained to operate the mine. Cameco holds a Mining
Facility Operating Licence from the Canadian Nuclear Safety Commission
(CNSC) and an Approval to Operate Pollutant Control Facilities from the
department of Saskatchewan Environment (SE). Both permits are current. The
Mining Facility Operating License from the CNSC expires on February 28, 2004
and the Approval to Operate Pollutant Control Facilities from SE expires on
October 31, 2004. Cameco expects regulators will renew these permits.

Site accessibility, infrastructure and physiography

The means of access to the property is by an all-weather road and by air.
Supplies are transported by truck and can easily be shipped from anywhere in
North America through Camecos transit warehouse in Saskatoon. McArthur River
ore is transported to the Key Lake mill for processing some 80 kilometres to
the southwest along a gravel highway. Site operations are carried out all year
despite cold winter conditions. The fresh air necessary to ventilate the
underground
workings is heated during the winter months using propane-fired burners. There
is easy access to and sufficient water from nearby Toby Lake to satisfy all
industrial and residential water requirements. To minimize fresh water use,
most industrial water demands are met by recycling water. The site is
connected to the provincial power grid. There are standby generators in case
of grid power interruption. Personnel are recruited from the northern area
communities and major Saskatchewan population centers such as Saskatoon.
Underground work is tendered to a mining contractor.
McArthur River is a developed producing property, with surface right holdings
that cover all of its mining operation needs as well as requirements for
residences, access to water, airport, site roads and other necessary buildings
and infrastructures. No tailings management facilities are required as McArthur
River ore is milled at the Key Lake mill.

The topography and the environment is typical of the taiga that is common to
the Athabasca basin area of northern Saskatchewan. The surface facilities are
approximately 550 metres above sea level.

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| | 10 | 2002 Cameco Annual Information Form





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History

There have been numerous changes in ownership of participating interests in the
joint venture that governs the McArthur River property. The joint venture was
formed in 1976 and the joint venture partners at that time were Canadian Kelvin
Resources, Asamera Oil Corporation Ltd., and SMDC, a predecessor company to
Cameco. Recently, the two most significant changes in ownership were:



| |  | In 1998, Cameco bought all of the shares of Uranerz Exploration and
Mining Ltd. (and changed Uranerzs name to UEM), thereby increasing its
direct and indirect participating interest in the McArthur River joint
venture to 83.766%.                                          
|- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | In 1999, Cogema acquired one-half of the shares of UEM, thereby reducing
Camecos direct and indirect participating interest in the McArthur River
joint venture to 69.805%. Cogemas direct and indirect participating
interest in the McArthur River joint venture is 30.195%.

Cameco, through its predecessor company SMDC, became operator of the McArthur
River project in 1980. Surface exploration programs, ranging from small line
cutting crews to large helicopter supported drilling and prospecting camps,
were active from 1980 through to 1992. Surface drilling programs delineated an
ore zone over 1,700 metres in length, occurring at depths ranging between 530
to 640 metres below surface. Significant mineralizations of potentially
economic uranium grades were first discovered as a result of surface drilling
in the 1988 and 1989 exploration seasons.

In 1992, an underground exploration program was proposed to gain more accurate
information regarding the discovery in order to complete an assessment of the
means and feasibility of ore extraction. Upon review by the joint
Federal/Provincial Panel, and upon receiving the Panels positive
recommendation, exploration camp construction began in February 1993 and
underground exploration proceeded with shaft sinking, level development and
definition underground drilling until 1997.

The environment impact statement for the full McArthur River development was
submitted to the joint Federal/Provincial Panel in 1995. Public hearings took
place and were completed in 1996. A positive recommendation was made by the
panel in early 1997. Subsequently, approvals were received from the
governments of Canada and Saskatchewan for the project to proceed to licensing
for construction. The Atomic Energy Control Board (AECB) issued construction
licences for McArthur River in August 1997 and May 1998.

In October 1999, Cameco received an operating licence from federal authorities
and operating approval from provincial authorities.

Mine Development and Construction

Construction and development of the McArthur River mine was completed on
schedule and mining commenced in December 1999. During the mine startup, also
known as mine commissioning, the operation of processing and mining equipment
was evaluated and modified as required. Upon completion of mine commissioning,
commercial production was achieved on November 1, 2000.

At present, the site includes three shafts. The first shaft is used to move
workers, material and waste rock. The second shaft is used for mine exhaust
air ventilation and as an emergency exit. The third shaft was completed in
November 2000 and is equipped as a third means of egress. This shaft is also
used for fresh air ventilation.

The McArthur River mine achieved its monthly design capacity of 1.5 million
pounds U3O8 for most of 2002 and is operating annually at its maximum licensed
throughput of 18.7 million pounds.

Geology and Mineralization

The McArthur River deposit is located in the southeastern portion of the
Athabasca Basin, within the southwest part of the Churchill structural province
of the Canadian Shield. The crystalline basement rocks underlying the deposit
are members of the Aphebian aged Wollaston Domain, metasedimentary sequence.
These rocks are overlain by flat lying, unmetamorphosed sandstones and
conglomerates of the Helikian Athabasca Group. These sediments are over 500
metres thick in the deposit area.

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The mineralization is situated alongside a northeast trending graphitic fault,
close to the unconformity between the basement rock and the overlying Athabasca
sandstone.

Exploration, Drilling and Estimates

The original McArthur River resource estimates were derived from surface
diamond drilling. The drill hole data consists of assay results from 42 drill
holes compiled with all relevant geological and technical data. These drill
holes did not allow a precise estimate of the resources but the very high
grades encountered justified the development of an underground exploration
project.

From 1994 to present, several drilling campaigns from underground levels at 530
metres and 640 metres depth were completed. Diamond drilling was followed by
systematic radiometric probing of the holes using a high flux probe adapted to
the very high radioactivity encountered. Drill holes intersected mineralized
zones on a grid spacing of 10 x 10 metres or less. Radiometric probing was at
0.10 metre spacing in the radioactive zones. Where core recovery allows it,
sampling and assaying of the cores as well as density measurements are
performed to confirm correlations. To date, assays have produced results
slightly (8-10%) above the calculated ore grades that were derived from the
radiometric probing data.

The data from the 500 underground exploration holes drilled to the end of 2001
have been interpreted and estimates of reserves have been made in four
mineralized zones. In addition to this drilling, more than one hundred freeze
holes and raisebore pilot holes have provided data confirming the
interpretation.

Cameco has developed and implemented procedures for quality control, data
verification and security of sampling that it believes will assure the
integrity of information resulting from drilling activities at McArthur River.

Mine Operations

The sandstones which overlay the basement rocks contain significant water,
which is at hydrostatic pressure. Water flow into the mine area is prevented by
ground freezing. Ore extraction is performed by the raise boring method with
broken ore falling into a line-of-sight remote controlled loader. The loader
transports the ore to one of two grizzlies. One grizzly routes ore to one of
two ore storage bins while the other grizzly reports directly to the grinding
circuit. This circuit grinds the ore to a size that is acceptable for the Key
Lake leaching circuit. From the grinding circuit, ore is thickened in two
underground thickeners that operate in parallel. Thickened ore is pumped 680
metres up to four surface ore
slurry holding tanks. Ore is drawn out of the four surface ore slurry holding
tanks into a mixing tank. More water is removed in another thickener. Ore
slurry is then pumped into containers on a transport truck for shipment to the
Key Lake mill over an 80 kilometer all-weather road. Once a raise has bored
through the ore zone, it is backfilled with concrete. The next raise is then
bored at a suitable distance away to allow cure time for the concrete fill.
After all the rows of raises are complete in a chamber, equipment is removed
from the area and the chamber is backfilled with concrete. A new chamber is
excavated to allow for the next area to be mined and the cycle is repeated.

Milling

The McArthur River joint venture has entered into a toll milling agreement with
the Key Lake joint venture to process all the ore from the McArthur River mine.
The terms of the agreement include a provision for processing at cost plus a
fixed toll milling fee. The Key Lake joint venture is operated by Cameco and
is owned by Cameco (66 2/3%) and UEM (33 1/3%). UEM is owned equally by Cameco
and Cogema.

At the Key Lake mill, McArthur River ore is blended with low grade mineralized
waste rock down to approximately 4% U3O8. The uranium is then dissolved in a
single stage leaching circuit. Uranium solution is then separated from the
remaining ore solids in a counter current decantation circuit. The uranium
solution is purified in a solvent extraction circuit. The purified uranium is
precipitated out of solution by the addition of ammonia. The ammonium
diuranate is thickened and centrifuged before being transferred to a calciner.
The calciner dries and calcines the uranium oxide concentrate before it is
packed into 200 litre drums. The final product is about 99 %
U3O8.

The Key Lake property is subject to decommissioning liabilities. In accordance
with regulatory requirements, Cameco has filed with the provincial government a
conceptual decommissioning and reclamation plan and provided a $38 million
letter of credit as security for decommissioning the property.

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There are two tailings management facilities at the Key Lake site. One is an
above-ground impoundment with tailings stored within compacted till
embankments. This facility was constructed in 1983, has not received tailings
since 1998 and is now almost full. Cameco is reviewing several decommissioning
options regarding this facility.

The other tailings management facility (TMF) is the Deilmann pit. The
east-end of the Deilmann pit was mined out in April 1995 and then converted to
a TMF that has been in operation since the beginning of 1996. The west-end of
the Deilmann pit was mined out in 1997 and then converted to a TMF. The
Deilmann TMF uses a staged subaerial/subaqueous tailings deposition mode with a
pervious sand envelope constructed around the perimeter of the pit. The sand
envelope allows excess water to drain to a drainage blanket underlying the
tailings at the bottom of the pit and then to dewatering pumps in a raise well
connected by a drift to the drainage blanket. At the end of 1998, approval was
received from the CNSC and Saskatchewan Environment Resource Management to
convert the mode of tailings deposition from subaerial to subaqueous.
Conversion started immediately. Flooding commenced in June 1999. Based upon
current reserve estimates, the Deilmann TMF has adequate capacity to hold the
tailings from milling all of the McArthur River ore.

There are five large rock stockpiles at the Key Lake site. Three of the
stockpiles contain non-mineralized waste rock and two contain low grade
mineralized waste rock. The latter is currently used to lower the grade of
McArthur River ore to approximately 4% U3O8 before entering the milling
circuit. Remaining waste rock stockpiles will require decommissioning upon
site closure.

Safety and Radiation Control

At McArthur River, a key source of radiation exposure during mining results
from radon gas that emanates from ore and groundwater. Radon exposure is
minimized by effective use of ventilation. Water inflows are collected
underground and pumped to the surface for treatment before being released to
the environment. Exposure to radiation from the high-grade ore is minimized by
containment, shielding and remote handling of the ore during the processing and
handling stages.

The radiation levels that workers at McArthur River and Key Lake receive are
closely monitored. This includes the use of both personal and area monitoring
to measure and control exposures.

Under the Nuclear Safety and Control Act, radiation exposure limits incorporate
a formula that combine the doses of gamma radiation, radon and dust intake
which an individual receives in a year. Since mine start up and milling of
McArthur River ore at Key Lake, radiation exposure levels have been well below
applicable standards.

McArthur River Resource and Reserve Estimates

The mineral reserve and resource estimates for McArthur River are found at
Uranium Concentrates Business-Reserves and Resources. The key assumptions,
parameters and methods used in making these estimates are:



|1. |  | Key Assumptions
|-- |  | ---------------



| |  |  | the reserves reported are in situ reserves without provision for
dilution or mining recovery for the following reasons:
| | - |  | -----------------------------------------------------------------------------------------------------------------------



| |  | (i)   |  | the grade of ore zones is so high that some waste or subgrade
material that is produced by mining must be blended with ore to
comply with the terms of the CNSC operating licence;
| |  | ----- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | (ii)  |  | mining recovery is expected to be almost total in this
high-grade ore by means of current and planned mining methods; and                                                         
| |  | (iii) |  | mining recoveries since early 2000 to the end of 2002 have exceeded expectations.                                                                                                 



| |  |  | Uranium prices remaining above their historic lows.
| | - |  | ---------------------------------------------------



|2. |  | Key Parameters
|-- |  | --------------



| |  |  | grades were obtained from radiometric probing of underground drill
holes and converted to percentage U3O8 on the basis of a correlation
between radiometric counts and assay values;
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | densities were determined from regression formulas based on 374 density
measurements of drill core and chemical assay grades;                                                       

| |    |                                    
| | -- | -----------------------------------
| | 13 | 2002 Cameco Annual Information Form





---



##### 





| |  |  | limits and continuity of the mineralization are structurally
controlled; and                                                   
| | - |  | -------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | reserves at McArthur River are based on estimated quantities of
mineralized material recoverable by established mining methods.



|3. |  | Key Methods
|-- |  | -----------



| |  |  | Three-dimensional wireframe models were created from digitized
mineralization boundaries interpreted on 10 metre spacing vertical
cross-sections and planviews. Estimates of the grade and density of
blocks of 1 metre x 5 metre x 1 metre were obtained from ordinary
kriging; and
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | Reserves are defined as the economically mineable part of the indicated
and measured resources. Only reserves have demonstrated economic
viability.                                                                                                                                 

Although Cameco believes that McArthur River reserve and resource estimates
will not be materially affected by external factors, such as metallurgical,
safety and environmental, permitting, legal, title, taxation and political
issues, there can be no assurance that they will not be. There are numerous
uncertainties inherent in estimating mineral reserves and resources. The
accuracy of any reserve and resource estimation is the function of the quality
of available data and of engineering and geological interpretation and
judgment. Results from drillings, testing and production, as well as a material
change in the uranium price, subsequent to the date of the estimate, may
justify revision of such estimates.

Other McArthur River Information

For information pertaining to:



|(a) |  | markets and contracts for sale of uranium produced from McArthur River,
see Uranium Concentrates Business-Marketing;                                                           
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(b) |  | taxes and royalties on McArthur River uranium production, see Government
Regulation-Canadian Royalties and Certain Taxes and Government
Regulation-Canadian Income Taxes; and
|   
|(c) |  | the April 2003 increase in water inflow at McArthur River, see 2003 Expected
Material Developments in the Business.                                                            

There are no material exploration or development activities planned for the
McArthur River operation in 2003.

Rabbit Lake

Rabbit Lake is a uranium mining and milling complex that has been in operation
since 1975. It is wholly owned by Cameco. In April 2002, the Eagle Point mine,
located on the Rabbit Lake lease, was reopened, ending a care and maintenance
period of three years. The Rabbit Lake mill resumed operation at the end of
August 2002, following the resumption of Eagle Point ore production in July
2002. The Rabbit Lake mill had been maintained on a care and maintenance
shutdown since July 2001, following the depletion of stockpiled ore. Based
upon planned production and life of mine plan, Rabbit Lake reserves are
forecast to be depleted in early 2005. The mineral reserve and resource
estimates for Rabbit Lake are found at Uranium Concentrates Business-Reserves
and Resources.

The property is subject to decommissioning liabilities. In accordance with
regulatory requirements, Cameco has filed with the provincial government a
conceptual decommissioning and reclamation plan and has provided a $36 million
letter of credit as security for decommissioning the property.

There are two permits that must be maintained to conduct mining and milling
activities at Rabbit Lake. Cameco holds a Uranium Mine Operating Licence from
the CNSC and an Approval to Operate Pollutant Control Facilities from SE.
Both permits are current and will expire on October 31, 2003. Cameco expects
regulators will renew these permits.

Subject to regulatory approval and mutually satisfactory business arrangements
among the Cigar Lake owners, it is expected that the Rabbit Lake mill will
process approximately one-half of the Cigar Lake uranium for a period of some 9
years. Deliveries of Cigar Lake uranium to the Rabbit Lake mill may commence
in 2008. An environmental impact statement for the processing of uranium from
the Cigar Lake mine at Rabbit Lake is expected to be filed with regulators in
2004.

Cameco is conducting exploration to determine if there is sufficient
mineralization to extend the life of the ore body.

| |    |                                    
| | -- | -----------------------------------
| | 14 | 2002 Cameco Annual Information Form





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##### 



Crow Butte

Crow Butte, which has been in production since 1991, is an ISL uranium
operation located near Crawford, Nebraska, USA. Cameco holds a 100% interest
in Crow Butte indirectly through its wholly owned subsidiary, Crow Butte Land
Company. The mineral reserve and resource estimates for Crow Butte are found at
Uranium Concentrates Business-Reserves and Resources.

Crow Butte is subject to decommissioning liabilities. In accordance with
regulatory requirements, the operator of the property has provided a $12.8
million (US) letter of credit to the State of Nebraska as security for
decommissioning the property.

Smith Ranch  Highland

Highland is an ISL uranium operation located near the towns of Glenrock and
Douglas, Wyoming, USA. It is owned 100% by Cameco through its wholly owned
subsidiary, Power Resources, Inc. (PRI).

In July 2002, PRI purchased the Smith Ranch ISL uranium operation. It is
located in Wyoming, adjacent to PRIs Highland operation. As part of the
purchase, PRI assumed decommissioning liabilities, estimated at $9.2 million
(US), associated with Smith Ranch and purchased about $6 million (US) in
uranium inventory. Cameco guaranteed PRIs assumption of these decommissioning
liabilities. In connection with the acquisition, PRI secured forward sales
contracts of more than 900,000 pounds of Smith Ranch production at prices
substantially above the long-term market indicators at that time.

After the purchase, the two operations were merged. The Smith Ranch mill
processes all Smith Ranch and Highland ISL mined uranium. As a result, the
Highland mill is being maintained on a care and maintenance basis.

Smith Ranch and Highland are subject to decommissioning liabilities. In
accordance with regulatory requirements, PRI has provided letters of credit
totaling $32.7 million (US) to the State of Wyoming as security for
decommissioning these properties.

The mineral reserve and resource estimates for Smith Ranch  Highland are found
at Uranium Concentrates Business-Reserves and Resources.

Development Projects

Cameco has one material uranium development project  Cigar Lake in
Saskatchewan. Cameco expects production to begin at Cigar Lake no earlier than
2006. Cameco also has a uranium development project in Kazakhstan called
Inkai. Inkai received all necessary government approvals to build and operate
its test ISL mine. Construction of the test mine began in November 2000 and
testing commenced in early 2002.

Continued development and start up of production at these two projects is
subject to market conditions and to the timely receipt of all necessary
governmental approvals, permits and licences.

Cigar Lake

Cigar Lake is the worlds second largest known high-grade uranium deposit.
Cigar Lake is owned by joint venture partners Cameco (50.025%), Cogema (37.1%),
Idemitsu Uranium Exploration Canada Ltd. (7.875%) and TEPCO Resources Inc.
(5.0%). Cameco is the operator. At December 31, 2002, Camecos share of proven
and probable reserves are 276,000 tonnes of ore containing 115.8 million pounds
U3O8 with an average grade of 19% U3O8 and inferred resources of 159,000 tonnes
of material containing 59.1 million pounds with an average grade of 16.9% U3O8.

From the commencement of production and at an assumed annual production of 18
million pounds, Cameco estimates the first phase of Cigar Lake will have a mine
life of approximately 13 years and a payback period of capital invested of
approximately 7 years.

| |    |                                    
| | -- | -----------------------------------
| | 15 | 2002 Cameco Annual Information Form





---



##### 



Property Description and Environment

The Cigar Lake minesite is located near Waterbury Lake, approximately 660
kilometres north of Saskatoon. The Cigar Lake minesite was developed for the
activities of test mining. At present, the site consists of an underground
development, complete with two main levels and a 500-metre mine shaft and head
frame, water treatment ponds, standby generators, freeze plant, office, shop,
warehouse, construction residences and support installations.

The surface facilities and mine shaft for the Cigar Lake project are located on
lands owned by the province of Saskatchewan. Cameco acquired the right to use
and occupy the lands under a surface lease agreement with the province of
Saskatchewan. The surface lease was signed in 1987 and is valid for 33 years.
Obligations attached to the surface lease agreement primarily relate to annual
reporting regarding the status of the environment, the land development and
progress made on northern employment and business development. The lease is
renewable if necessary until full property decommissioning has been achieved.
The Cigar Lake surface lease covers a total of 974 hectares.

The mineral property consists of one mineral lease, totaling 308 hectares, and
25 mineral claims, totaling 92,740 hectares. The mineral lease and mineral
claims are contiguous. The Cigar Lake deposit is located in the area subject to
mineral lease ML5521. The right to mine this uranium deposit was acquired under
this mineral lease, as renewed, effective December 1, 2001. The mineral lease
is for a term of 10 years with the right to renew for successive subsequent 10
year terms absent a default by Cameco.

Surrounding the Cigar Lake deposit are 25 mineral claims. A mineral claim
grants the holder the right to explore for minerals within the claim lands and
the right to apply for a mineral lease. Title to the mineral claims is secured
until 2023.

All reserves and resources on the property are part of the Cigar Lake orebody.

For additional information on mineral leases, mineral claims and surface
leases, see Land Tenure-Saskatchewan Operations.

Uranium produced from this property will be subject to Saskatchewan royalties
as described in Government Regulation-Canadian Royalties and Certain Taxes.

The property is subject to decommissioning liabilities. In accordance with
regulatory requirements, Cigar Lake Mining Corporation (CLMC), the prior
operator of the project, filed with the provincial government a conceptual
decommissioning and reclamation plan for the test mining infrastructure and
surface disturbance. Financial assurances were provided by each of the owners
for a total amount of $4.2 million to cover their respective portion of the
decommissioning work.

The Cigar Lake site has been operated under various permits, licences and
leases granted for the purpose of the test mine, all of which are currently in
good standing. The Uranium Mine Site Preparation License from the CNSC will
expire on July 31, 2004 and the Approval to Operate Pollutant Control
Facilities from SE will expire May 31, 2003. Cameco expects regulators will
renew these permits. Cameco applied for a construction licence in 2002. Cameco
expects to receive the licence in 2004, subject to confirmation by
the regulators of their licensing process.

Site accessibility, infrastructure and physiography

Access to the property is by road and by air. Supplies are transported by
truck on an all-weather road and can be easily shipped from anywhere in North
America through Camecos transit warehouse in Saskatoon. Site activities are
carried out all year despite the cold weather during the winter months. The
fresh air is heated with propane-fired burners before being introduced
underground when the air temperature is below freezing. The water for the
industrial activities and the camp come from nearby Waterbury Lake. The site is
connected to the provincial electricity grid. There are standby generators in
case of grid power failures. Personnel are recruited from the northern
communities and major population centers such as Saskatoon. The underground
work is tendered to a mining contractor.

The surface lease grants sufficient rights, subject to regulatory approvals,
for mining operations and the lands subject to the surface lease are sufficient
for personal accommodation, access to water, airport, site roads and other
necessary buildings and infrastructure. Cameco expects that tailings management
facilities will not be required at Cigar Lake, as ore will not be milled at
Cigar Lake.

| |    |                                    
| | -- | -----------------------------------
| | 16 | 2002 Cameco Annual Information Form





---



##### 



The topography and the environment is typical of the taiga forested lands
common to the Athabasca basin area of northern Saskatchewan. The area is
covered with thick overburden. The site is approximately 490 metres above sea
level.

History

The first uranium mineralization discovered at Cigar Lake was in May 1981.
Since that time, the deposit has been defined by approximately 200 holes and
92,000 metres of core drilling from surface. CLMC has been operator of the
project since 1985. Effective January 1, 2002, Cameco replaced CLMC as
operator.

In 1993, a preliminary feasibility study was delivered to the joint venture
partners. An environment impact statement was filed with the relevant
regulatory agencies in 1995. Technical challenges involving groundwater, rock
properties and radiation protection were evaluated and addressed during the
test mining phase.

Public hearings on the project environment impact statement were concluded in
1997 and the joint federal-provincial panel recommended to the governments of
Canada and Saskatchewan that the project be allowed to proceed, subject to
resolution, on terms acceptable to regulatory authorities, of issues with
respect to a tailings management facility and waste rock disposal. In April
1998, both levels of government accepted the joint panel recommendations and
authorized the project to proceed to the regulatory licensing stage.

Geology and Mineralization

The Cigar Lake deposit is located approximately 40 kilometres inside the margin
of the eastern part of the Athabasca Basin. It occurs at the unconformity
contact between rock of the Athabasca Group and underlying lower Proterozoic
Wollaston Group metasedimentary rocks, an analogous setting to the Key Lake,
the McClean Lake and Collins Bay deposits. It shares many similarities with
these deposits, including general structural setting, mineralogy, geochemistry,
host rock association and the age of the mineralization. The Cigar Lake
deposit is distinguished from other similar deposits by its size, its very high
grade, and the high degree of associated hydrothermal clay alteration. The
deposit is flat lying, approximately 1950 metres long, 20 to 100 metres wide,
and ranges up to 16 metres thick. It occurs at depths ranging between 410 to
450 metres below the surface.

Exploration and Estimates

The exploration of the Cigar Lake deposit was performed by Cogema. A data bank
was created from all assay measurement of the various elements. Algorithms
were established for the density determination based on the nature of the
mineralization and of the surrounding ground.

Cogema produced for CLMC various reserve and resource estimates. These
estimates were reviewed in 2000 by a task force from Cogema, CLMC and Cameco.
New test reserve and resource estimates were completed both by Cogema and
Cameco and the results were compared.

A new definition of the reserves based on the latest technical tests and
economics has been implemented. The new definition is based on a minimum
uranium content and a minimum grade for each estimated block.

Cameco believes that Cogema developed and implemented acceptable procedures for
quality control, data verification and security of information resulting from
exploration drilling activities at Cigar Lake.

Test Mining

A test mining program was approved in late 1987. Shaft sinking began in 1988,
reaching a final depth of 501 metres in early 1990. Horizontal development was
advanced on two levels and test mining in frozen ground, using box hole boring
and high pressure water jet boring, was successfully carried out in 1991 and
1992.

During 1998, CLMC successfully tested a mechanical mine development system
suitable to local underground conditions and at year-end commissioned a freeze
hole drilling system. Also, throughout 1998, CLMC produced a number of
engineering studies that examined project development and milling options.

17           
           
           
           
           2002 Cameo Annual Information Form



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##### 



In 1999 and 2000, further jet boring tests were completed with improved
systems. Information acquired from these tests were used to update the
feasibility study, which was later approved by the joint venture partners in
June 2001.

Subject to regulatory approval, the jet boring mining method will consist of
four metre diameter holes bored with a high pressure water jet in the
previously frozen high grade orebody. The ore will be ground and slurried
underground, pumped to surface and loaded into specialized containers. All the
ore slurry will be shipped to Cogemas McClean Lake mill for processing.
Approximately one-half of the resulting pregnant acqueous solution will then be
processed at the McClean Lake mill with the other half being transported to the
Rabbit Lake mill for further processing. See Rabbit Lake.

Cigar Lake Resource and Reserve Estimates

The mineral reserve and resource estimates for Cigar Lake are found at Uranium
Concentrates Business-Reserves and Resources. The key assumptions, parameters
and methods used in making these estimates are:



|1. |  | Key Assumptions
|-- |  | ---------------



| |  |  | The reserves reported include allowances for dilution and mining recovery;                    
| | - |  | ----------------------------------------------------------------------------------------------
|
| |  |  | No such allowances are applied to mineral resources;                                          
|
| |  |  | The minimum grade for proven
reserves is 5.9% U3O8 and for probable reserves is 1.2% U3O8; and
|
| |  |  | Uranium prices remaining above their historic lows.                                           



|2. |  | Key Parameters
|-- |  | --------------



| |  |  | grades (percentage
U3O8) were obtained from assaying of drill core and
checked against radiometric results. In areas of lost core or poor
recovery, reliance was placed on radiometric grade determined from the
gamma probing;
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | where density was not directly measured for each sample, a correlation
between uranium grade and density was applied; and                                                                                                      
|
| |  |  | reserves at Cigar Lake are based on estimated quantities of mineralized
material recoverable by established mining methods.                                                                                                    



|3. |  | Key Methods
|-- |  | -----------



| |  |  | The geological interpretation of the orebody outline was done on
planviews, a two-dimension horizontal block model delineates the deposit
with block of size 15 metres x 6 metres;
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | Ordinary kriging served to estimate the grade, thickness and density of
the blocks; and                                                                                           
|
| |  |  | Reserves are defined as the economically mineable part of the indicated
and measured resources. Only reserves have demonstrated economic
viability.                               

Although Cameco believes Cigar Lake reserve and resource estimates are unlikely
to be materially affected by external factors, such as metallurgical, safety
and environmental, permitting, legal, title, taxation and political issues,
there can be no assurance that they will not be. There are numerous
uncertainties inherent in estimating mineral reserves and resources. The
accuracy of any reserve and resource estimation is the function of the quality
of available data and of engineering and geological interpretation and
judgment. Results from drillings, testing and production, as well as a material
change the uranium price, subsequent to the date of the estimate, may justify
revision of such estimates.

Other Cigar Lake Information

For information pertaining to:



|(a) |  | markets and contracts for sale of uranium produced from Cigar Lake, see
Uranium Concentrates Business-Marketing; and                                                   
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(b) |  | taxes and royalties on Cigar Lake uranium production, see Government
Regulation-Canadian Royalties and Certain Taxes and Government
Regulation-Canadian Income Taxes.

18           
           
           
           
           2002 Cameo Annual Information Form



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##### 



Material development activities are currently planned for the Cigar Lake
project. In June 2001, the joint venture partners approved the feasibility
study and the detailed engineering design was initiated and is continuing. A
preliminary estimate of the project development costs is $350 million on a 100%
basis. Subject to regulatory approvals and market trends, production at the
Cigar Lake mine could begin no earlier than 2006.

Inkai

Inkai is an ISL project located in the Republic of Kazakhstan and consists of
three contiguous license blocks (leases). The project is owned and operated by
Joint Venture Inkai, which is owned by Cameco (60%) and KazAtomProm (40%). The
latter is a company owned by the Republic of Kazakhstan. Camecos share of
measured and indicated resources is 57.1 million pounds
U3O8 and of inferred
resources is 170.5 million pounds.

In April 1999, Inkai received from the government of Kazakhstan a mining
(extraction) licence for Block No. 1 and a combined mining and exploration
licence for Blocks No. 2 & 3. The associated subsoil use contract, covering
both licences, was signed by the government and Joint Venture Inkai in July
2000. Subsequent to signing of the contract, Joint Venture Inkai obtained the
permits and authorizations needed to start construction of the test mine at
Block No. 2. Construction of the test mine facilities was substantially
completed in December 2001. Test mining operations commenced in April 2002
following the federal governments formal inspection and acceptance of the
newly constructed facilities. An Environmental Impact Assessment on the planned
mining is expected to be completed in 2003. In 2002, an updated feasibility
study was initiated, which is scheduled for completion in 2003 and will
incorporate data obtained from test mining.

The Inkai ISL project is subject to decommissioning liabilities. Subsequent to
commencement of commercial production, Joint Venture Inkai is required to
establish a separate bank account and make contributions to the account as
security for decommissioning the property. Contributions to such bank account
are capped at $500,000 (US).

Cameco has agreed to provide funding to Joint Venture Inkai of up to $40
million (US) for project development. To December 31, 2002, Cameco, through
subsidiaries, had advanced $15.5 million (US) ($24.5 million (Cdn)).

Exploration

Cameco carries out mineral exploration for new uranium resources on substantial
landholdings, principally located in two areas: the Athabasca basin of northern
Saskatchewan and the Arnhem Land region in Northern Territory, Australia.
Small landholdings are also located in the Thelon Basin of Canadas Northwest
Territories. The subdivision of lands (properties in which Cameco holds
interests greater than 10%) and uranium exploration expenditures is as follows:

|                      |  |                       |           |                               |  |  |        | 
|--------------------- |  | --------------------- | --------- | ----------------------------- |  |  | ------ | 
|Area                  |  | hectares at Dec. 2002 |           | 2002
actualexpenditures(000)
|                      |  |                       |           |                              
|Saskatchewan          |  |                       | 623,000   |                               |  |  | 6,848  | 
|                      |  |                       |           |                               |  |  |        | 
|Northwest Territories |  |                       | 31,000    |                               |  |  | 147    | 
|                      |  |                       |           |                               |  |  |        | 
|Australia             |  |                       | 1,657,000 |                               |  |  | 3,852  | 
|                      |  |                       |           |                               |  |  |        | 
|Other                 |  |                       | 21,000    |                               |  |  | 1,003  | 
|                      |  |                       |           |                               |  |  |        | 
|Totals                |  |                       | 2,332,000 |                               |  |  | 11,850 | 
|                      |  |                       |           |                               |  |  |        | 

The majority of Camecos exploration lands are explored as joint ventures with
other mining companies, with Cogema the most common joint venture partner. At
year-end 2002, Cameco operated approximately three-quarters of its exploration
projects, including joint ventures. The majority of Camecos exploration
projects are early to middle stage, on which indications of economic grades or
quantities of uranium have not yet been identified.

19           
           
           
           
           2002 Cameo Annual Information Form



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##### 



Cameco periodically acquires new exploration land holdings in both Canada and
Australia, where the Company perceives the discovery potential to be worth the
cost of acquiring and holding the land. At the same time, the Company may
decide to reduce its interest in certain projects through farm-out agreements
or other arrangements designed to
provide exploration funding from sources other than Cameco. One such
arrangement, announced in October 2001 and completed in July 2002, resulted in
Cameco and Pioneer Metals combining certain exploration assets to form a new
junior uranium company, UEX Corporation. Following third party financing and
after transferring in one exploration property and subscribing for $500,000 in
UEX common shares, Cameco owns a 35.3% interest in this new company and has
certain rights related to financing, milling, and marketing future uranium
deposits placed into production by UEX.

Since many areas of the world are known to host numerous types of uranium
mineralization, Cameco actively investigates the uranium exploration potential
of areas other than those described above. No major projects are currently
being undertaken in areas outside Canada and Australia.

Reserves and Resources

Uranium Reserves (1)

The following table shows Camecos share of estimated uranium reserves as at
December 31, 2002:

|                        |                         |  |        |         |       |  |          |       |               |  |             |             |  |  |     |  | 
|----------------------- | ----------------------- |  | ------ | ------- | ----- |  | -------- | ----- | ------------- |  | ----------- | ----------- |  |  | --- |  | 
|                        |                         |  | Tonnes |         | Grade |  | Content  |       | Mining
Method |  |             |             | 
|                        |                         |  |        |         |       |  |          |       |               |  |             |             |  |  |    
|                        |                         |  |        |         |       |  | (%
U3O8) |       | (pounds
U3O3) |  | (2)         |            
|Reserves  Proven       |                         |  |        |         |       |  |          |       |               |  |             |             |  | 
|                        | Cigar Lake              |  |        | 249,000 |       |  |          | 20.67 |               |  |             | 113,222,000 |  |  | UG 
|                        | Crow Butte              |  |        |        |       |  |          |      |               |  |             | 5,345,000   |  |  | ISL
|                        | Gas Hills               |  |        |        |       |  |          |      |               |  |             | 8,318,000   |  |  | ISL
|                        | Highland                |  |        |        |       |  |          |      |               |  |             | 2,970,000   |  |  | ISL
|                        | Key Lake                |  |        | 52,000  |       |  |          | 0.52  |               |  |             | 590,000     |  |  | OP 
|                        | McArthur River          |  |        | 593,800 |       |  |          | 23.70 |               |  |             | 310,331,000 |  |  | UG 
|                        | Peach                   |  |        |        |       |  |          |      |               |  |             | 3,170,000   |  |  | ISL
|                        | Rabbit Lake             |  |        | 637,000 |       |  |          | 1.25  |               |  |             | 17,580,000  |  |  | UG 
|                        | Ruby Ranch              |  |        |        |       |  |          |      |               |  |             | 2,896,000   |  |  | ISL
|                        | Smith Ranch             |  |        |        |       |  |          |      |               |  |             | 6,681,000   |  |  | ISL
|                        |                         |  |        |         |       |  |          |       |               |  |             |             |  |  |     | 
|Total Proven Reserves   |                         |  |        |         |       |  |          |       |               |  | 471,103,000 |             |  |  |     | 
|                        |                         |  |        |         |       |  |          |       |               |  |             |             |  |  |     | 
|Reserves  Probable     |                         |  |        |         |       |  |          |       |               |  |             |             |  | 
|                        | Cigar Lake              |  |        | 27,000  |       |  |          | 4.41  |               |  |             | 2,625,000   |  |  | UG 
|                        | Crow Butte              |  |        |        |       |  |          |      |               |  |             | 1,771,000   |  |  | ISL
|                        | Gas Hills               |  |        |        |       |  |          |      |               |  |             | 5,244,000   |  |  | ISL
|                        | Highland                |  |        |        |       |  |          |      |               |  |             | 5,059,000   |  |  | ISL
|                        | McArthur River          |  |        | 25,000  |       |  |          | 15.24 |               |  |             | 8,442,000   |  |  | UG 
|                        | North Butte/Brown Ranch |  |        |        |       |  |          |      |               |  |             | 9,659,000   |  |  | ISL
|                        | Peach                   |  |        |        |       |  |          |      |               |  |             | 3,792,000   |  |  | ISL
|                        | Ruby Ranch              |  |        |        |       |  |          |      |               |  |             | 1,424,000   |  |  | ISL
|                        | Smith Ranch             |  |        |        |       |  |          |      |               |  |             | 13,711,000  |  |  | ISL
|                        |                         |  |        |         |       |  |          |       |               |  |             |             |  |  |     | 
|Total Probable Reserves |                         |  |        |         |       |  |          |       |               |  | 51,727,000  |             |  |  |     | 
|                        |                         |  |        |         |       |  |          |       |               |  |             |             |  |  |     | 
|Total Reserves          |                         |  |        |         |       |  |          |       |               |  | 522,830,000 |             |  |  |     | 
|                        |                         |  |        |         |       |  |          |       |               |  |             |             |  |  |     | 



---

|(1) |  | Canadian Securities Administrators National Instrument 43-101
requires mining companies to disclose reserves and resources using the
subcategories of proven reserves, probable reserves, measured
resources, indicated resources and inferred resources. Cameco reports
reserves and resources separately. The amount of reported resources
does not include amounts identified as reserves.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Mining Method: OP-Open Pit, UG-Underground, ISL-In situ Leaching                                                                                                                                                                                                                                                                                                                              

20           
           
           
           
           2002 Cameo Annual Information Form



---



##### 



Uranium Resources

The following table shows Camecos share of estimated uranium resources as at
December 31, 2002:

|                                     |  |                         |  |        |         |          |  |               |       |         |             |               |             |  |  |       |  | 
|------------------------------------ |  | ----------------------- |  | ------ | ------- | -------- |  | ------------- | ----- | ------- | ----------- | ------------- | ----------- |  |  | ----- |  | 
|                                     |  |                         |  |        |         |          |  | Grade         |       | Content |             | Mining Method
|                                     |  |                         |  | Tonnes |         | (%
U3O8) |  | (pounds
U3O8) |       | (1)    
|                                     |  |                         |  |        |         |          |  |               |       |        
|Measured
Resources                  
|
|                                     |  | Gas Hills               |  |        |        |          |  |               |      |         |             |               | 3,665,000   |  |  | ISL  
|                                     |  | Highland                |  |        |        |          |  |               |      |         |             |               | 2,212,000   |  |  | ISL  
|                                     |  | Inkai                   |  |        |        |          |  |               |      |         |             |               | 8,245,000   |  |  | ISL  
|                                     |  | McArthur River          |  |        | 9,400   |          |  |               | 5.36  |         |             |               | 1,114,000   |  |  | UG   
|                                     |  | Peach                   |  |        |        |          |  |               |      |         |             |               | 997,000     |  |  | ISL  
|                                     |  | Reynolds Ranch          |  |        |        |          |  |               |      |         |             |               | 2,654,000   |  |  | ISL  
|                                     |  | Ruby Ranch              |  |        |        |          |  |               |      |         |             |               | 862,000     |  |  | ISL  
|                                     |  | Shirley Basin           |  |        |        |          |  |               |      |         |             |               | 304,000     |  |  | ISL  
|                                     |  | Smith Ranch             |  |        |        |          |  |               |      |         |             |               | 1,264,000   |  |  | ISL  
|                                     |  |                         |  |        |         |          |  |               |       |         |             |               |             |  |  |      
|Total Measured Resources             |  |                         |  |        |         |          |  |               |       |         | 21,317,000  |               |             |  |  |      
|                                     |  |                         |  |        |         |          |  |               |       |         |             |               |             |  |  |      
|Resources  Indicated               
|
|                                     |  | Crow Butte              |  |        |        |          |  |               |      |         |             |               | 8,500,000   |  |  | ISL  
|                                     |  | Dawn Lake               |  |        | 199,000 |          |  |               | 1.69  |         |             |               | 7,436,000   |  |  | OP+UG
|                                     |  | Gas Hills               |  |        |        |          |  |               |      |         |             |               | 2,364,000   |  |  | ISL  
|                                     |  | Highland                |  |        |        |          |  |               |      |         |             |               | 2,972,000   |  |  | ISL  
|                                     |  | Inkai                   |  |        |        |          |  |               |      |         |             |               | 48,866,000  |  |  | ISL  
|                                     |  | McArthur River          |  |        | 362,600 |          |  |               | 9.59  |         |             |               | 76,691,000  |  |  | UG   
|                                     |  | North Butte/Brown Ranch |  |        |        |          |  |               |      |         |             |               | 5,611,000   |  |  | ISL  
|                                     |  | Northwest Unit          |  |        |         |          |  |               |      |         |             |               | 2,361,000   |  |  | ISL  
|                                     |  | Peach                   |  |        |         |          |  |               |      |         |             |               | 1,623,000   |  |  | ISL  
|                                     |  | Rabbit Lake             |  |        | 103,000 |          |  |               | 0.88  |         |             |               | 1,998,000   |  |  | UG   
|                                     |  | Reynolds Ranch          |  |        |        |          |  |               |      |         |             |               | 7,791,000   |  |  | ISL  
|                                     |  | Ruby Ranch              |  |        |        |          |  |               |      |         |             |               | 581,000     |  |  | ISL  
|                                     |  | Ruth                    |  |        |        |          |  |               |      |         |             |               | 2,065,000   |  |  | ISL  
|                                     |  | Shirley Basin           |  |        |        |          |  |               |      |         |             |               | 4,085,000   |  |  | ISL  
|                                     |  | Smith Ranch             |  |        |        |          |  |               |      |         |             |               | 133,000     |  |  | ISL  
|                                     |  |                         |  |        |         |          |  |               |       |         |             |               |             |  |  |      
|Total Indicated Resources            |  |                         |  |        |         |          |  |               |       |         | 173,077,000 |               |             |  |  |      
|                                     |  |                         |  |        |         |          |  |               |       |         |             |               |             |  |  |      
|Total
Measured &
Indicated Resources |  |                         |  |        |         |          |  |               |       |         | 194,394,000 |               |             |  |  |      
|                                     |  |                         |  |        |         |          |  |               |       |         |             |               |             |  |  |      
|Resources  Inferred                
|
|                                     |  | Cigar Lake              |  |        | 159,000 |          |  |               | 16.92 |         |             |               | 59,105,000  |  |  | UG   
|                                     |  | Crow Butte              |  |        |        |          |  |               |      |         |             |               | 7,333,000   |  |  | ISL  
|                                     |  | Highland                |  |        |        |          |  |               |      |         |             |               | 1,977,000   |  |  | ISL  
|                                     |  | Inkai                   |  |        |        |          |  |               |      |         |             |               | 170,520,000 |  |  | ISL  
|                                     |  | North Butte/Brown Ranch |  |        |        |          |  |               |      |         |             |               | 1,367,000   |  |  | ISL  
|                                     |  | Northwest Unit          |  |        |        |          |  |               |      |         |             |               | 1,093,000   |  |  | ISL  
|                                     |  | Reynolds Ranch          |  |        |        |          |  |               |      |         |             |               | 7,442,000   |  |  | ISL  
|                                     |  | Shirley Basin           |  |        |        |          |  |               |      |         |             |               | 1,132,000   |  |  | ISL  
|                                     |  | Smith Ranch             |  |        |        |          |  |               |      |         |             |               | 4,295,000   |  |  | ISL  
|                                     |  |                         |  |        |         |          |  |               |       |         |             |               |             |  |  |      
|Total Inferred Resources             |  |                         |  |        |         |          |  |               |       |         | 254,264,000 |               |             |  |  |      
|                                     |  |                         |  |        |         |          |  |               |       |         |             |               |             |  |  |      



---

|(1) |  | Mining Method: OP-Open Pit, UG-Underground, ISL-In-situ Leaching.
|--- |  | -----------------------------------------------------------------

21           
           
           
           
           2002 Cameco Annual Information Form



---



##### 



Uranium Reserve Reconciliation

The following reconciliation of Camecos share of uranium reserves reflects the
changes in reserves during 2002. The 2002 additions and deletions result from
property acquisitions and from additional information provided by mining and
milling, analysis of drilling results, and reclassification.

(in thousands of pounds U3O8)

|                                 |                         |  |         |         |  |               |         |            |   |  |        |        |   |         |  |        |  |  |         |         |  | 
|-------------------------------- | ----------------------- |  | ------- | ------- |  | ------------- | ------- | ---------- | - |  | ------ | ------ | - | ------- |  | ------ |  |  | ------- | ------- |  | 
|                                 |                         |  |         |         |  |               |         |            |   |  |        | 2002   |   |         |  |        |  |  |         |        
|                                 |                         |  |         | Dec. 31 |  | 2002          |         | Addition   |   |  |        |        |   | Dec. 31
|                                 |                         |  |         | 2001    |  | Throughput(1) |         | (Deletion) |   |  |        |        |   | 2002   
|                                 |                         |  |         |         |  |               |         |            |   |  |        |        |   |        
|Reserves  Proven                |                         |  |         |         |  |               |         |            |   |  |        |        |   |         |  |        |  |  |         |        
|                                 | Cigar Lake              |  |         | 113,222 |  |               |         |           |   |  |        | 0      |   |         |  |        |  |  |         | 113,222 | 
|                                 | Crow Butte              |  |         | 4,202   |  |               |         | (763       | ) |  |        | 1,906  |   |         |  | (2)    |  |  |         | 5,345   | 
|                                 | Gas Hills               |  |         | 10,570  |  |               |         |           |   |  |        | (2,252 | ) |         |  | (2)    |  |  |         | 8,318   | 
|                                 | Highland                |  |         | 5,066   |  |               |         | (446       | ) |  |        | (1,650 | ) |         |  | (2)    |  |  |         | 2,970   | 
|                                 | Key Lake                |  |         | 782     |  |               |         | (192       | ) |  |        | 0      |   |         |  |        |  |  |         | 590     | 
|                                 | McArthur River          |  |         | 322,320 |  |               |         | (12,762    | ) |  |        | 773    |   |         |  | (2)    |  |  |         | 310,331 | 
|                                 | North Butte/Brown Ranch |  |         | 8,415   |  |               |         |           |   |  |        | (8,415 | ) |         |  | (2)    |  |  |         | 0       | 
|                                 | Peach                   |  |         | 3,635   |  |               |         |           |   |  |        | (465   | ) |         |  | (2)    |  |  |         | 3,170   | 
|                                 | Rabbit Lake             |  |         | 18,943  |  |               |         | (1,641     | ) |  |        | 278    |   |         |  | (2)    |  |  |         | 17,580  | 
|                                 | Ruby Ranch              |  |         | 3,089   |  |               |         |           |   |  |        | (193   | ) |         |  | (2)    |  |  |         | 2,896   | 
|                                 | Smith Ranch             |  |         | 0       |  |               |         | (441       | ) |  |        | 7,122  |   |         |  | (3)    |  |  |         | 6,681   | 
|                                 |                         |  |         |         |  |               |         |            |   |  |        |        |   |         |  |        |  |  |         |         | 
|Total Proven Reserves            |                         |  | 490,244 |         |  |               | (16,245 | )          |   |  | (2,896 | )      |   |         |  |        |  |  | 471,103 |        
|                                 |                         |  |         |         |  |               |         |            |   |  |        |        |   |         |  |        |  |  |         |         | 
|Reserves  Probable              |                         |  |         |         |  |               |         |            |   |  |        |        |   |         |  |        |  |  |         |        
|                                 | Cigar Lake              |  |         | 2,625   |  |               |         |           |   |  |        | 0      |   |         |  |        |  |  |         | 2,625   | 
|                                 | Crow Butte              |  |         | 2,978   |  |               |         |           |   |  |        | (1,207 | ) |         |  | (2)    |  |  |         | 1,771   | 
|                                 | Gas Hills               |  |         | 7,570   |  |               |         |           |   |  |        | (2,326 | ) |         |  | (2)    |  |  |         | 5,244   | 
|                                 | Highland                |  |         | 861     |  |               |         |           |   |  |        | 4,198  |   |         |  | (2)(3) |  |  |         | 5,059   | 
|                                 | McArthur River          |  |         | 8,442   |  |               |         |           |   |  |        | 0      |   |         |  |        |  |  |         | 8,442   | 
|                                 | North Butte/Brown Ranch |  |         | 4,280   |  |               |         |           |   |  |        | 5,379  |   |         |  | (2)    |  |  |         | 9,659   | 
|                                 | Peach                   |  |         | 995     |  |               |         |           |   |  |        | 2,797  |   |         |  | (2)    |  |  |         | 3,792   | 
|                                 | Ruby Ranch              |  |         | 1,706   |  |               |         |           |   |  |        | (282   | ) |         |  | (2)    |  |  |         | 1,424   | 
|                                 | Smith Ranch             |  |         | 0       |  |               |         |           |   |  |        | 13,711 |   |         |  | (3)    |  |  |         | 13,711  | 
|                                 |                         |  |         |         |  |               |         |            |   |  |        |        |   |         |  |        |  |  |         |         | 
|Total Probable Reserves          |                         |  | 29,457  |         |  |               |        |            |   |  | 22,270 |        |   |         |  |        |  |  | 51,727  |        
|                                 |                         |  |         |         |  |               |         |            |   |  |        |        |   |         |  |        |  |  |         |         | 
|Total Proven & Probable Reserves |                         |  | 519,701 |         |  |               | (16,245 | )          |   |  | 19,374 |        |   |         |  |        |  |  | 522,830 |        
|                                 |                         |  |         |         |  |               |         |            |   |  |        |        |   |         |  |        |  |  |         |         | 



|(1) |  | Corresponds to millfeed.                                                                                                                                                                                                  
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Changes in reserves or resources, as applicable, include reassessment of geological data, results of information provided by mining
and milling, and subsequent re-classification of reserves or resources, as applicable.
|   
|(3) |  | Change in share ownership or acquisition or surrender of claims.                                                                                                                                                          

22           
           
           
           
           2002 Cameo Annual Information Form



---



##### 



Uranium Resource Reconciliation

The following reconciliation of Camecos share of uranium resources reflects the changes in resources
during 2002. The 2002 additions and
deletions result from property acquisition and additional information provided by mining and milling,
analysis of drilling results, and reclassification.

|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |         |        | 
|------------------------------------ | ----------------------- | -------------- | ------- | ------- | ------ | ------------- | - | ------------- | - |  | ------- | ------- | ----- | ------- |  | ------ | --- |  | ------- | ------- | ------ | 
|                                     |                         |                |         | Dec. 31 |        | 2002          |   | 2002 Addition |   |  |         |         |       | Dec. 31
|                                     |                         |                |         | 2001    |        | Throughput(1) |   | (Deletion)    |   |  |         |         |       | 2002   
|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |        
|Measured Resources                   |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |        
|                                     |                         | Gas Hills      |         |         | 0      |               |   |               |  |  |         |         | 3,665 |         |  |        | (2) |  |         |         | 3,665  | 
|                                     |                         | Highland       |         |         | 0      |               |   |               |  |  |         |         | 2,212 |         |  |        | (2) |  |         |         | 2,212  | 
|                                     |                         | Inkai          |         |         | 8,245  |               |   |               |  |  |         |         | 0     |         |  |        |     |  |         |         | 8,245  | 
|                                     |                         | McArthur River |         |         | 1,114  |               |   |               |  |  |         |         | 0     |         |  |        |     |  |         |         | 1,114  | 
|                                     |                         | Peach          |         |         | 0      |               |   |               |  |  |         |         | 997   |         |  |        | (2) |  |         |         | 997    | 
|                                     |                         | Reynolds Ranch |         |         | 0      |               |   |               |  |  |         |         | 2,654 |         |  |        | (3) |  |         |         | 2,654  | 
|                                     |                         | Ruby Ranch     |         |         | 0      |               |   |               |  |  |         |         | 862   |         |  |        | (2) |  |         |         | 862    | 
|                                     |                         | Shirley Basin  |         |         | 0      |               |   |               |  |  |         |         | 304   |         |  |        | (3) |  |         |         | 304    | 
|                                     |                         | Smith Ranch    |         |         | 0      |               |   |               |  |  |         |         | 1,264 |         |  |        | (3) |  |         |         | 1,264  | 
|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |         |        | 
|Total Measured Resources             |                         |                | 9,359   |         |        |               | 0 |               |   |  | 11,958  |         |       |         |  |        |     |  | 21,317  |        
|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |         |        | 
|Resources  Indicated                |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |        
|                                     | Crow Butte              |                |         | 8,500   |        |               |   |              |   |  |         | 0       |       |         |  |        |     |  |         | 8,500   |       
|                                     | Dawn Lake               |                |         | 7,436   |        |               |   |              |   |  |         | 0       |       |         |  |        |     |  |         | 7,436   |       
|                                     | Gas Hills               |                |         | 2,100   |        |               |   |              |   |  |         | 264     |       |         |  | (2)    |     |  |         | 2,364   |       
|                                     | Highland                |                |         | 2,940   |        |               |   |              |   |  |         | 32      |       |         |  | (2)(3) |     |  |         | 2,972   |       
|                                     | Inkai                   |                |         |         | 48,866 |               |   |               |  |  |         |         | 0     |         |  |        |     |  |         |         | 48,866 | 
|                                     | McArthur River          |                |         | 76,691  |        |               |   |              |   |  |         | 0       |       |         |  |        |     |  |         | 76,691  |       
|                                     | North Butte/Brown Ranch |                |         | 6,026   |        |               |   |              |   |  |         | (415    | )     |         |  | (2)    |     |  |         | 5,611   |       
|                                     | Northwest Unit          |                |         | 0       |        |               |   |              |   |  |         | 2,361   |       |         |  | (3)    |     |  |         | 2,361   |       
|                                     | Peach                   |                |         | 0       |        |               |   |              |   |  |         | 1,623   |       |         |  | (2)    |     |  |         | 1,623   |       
|                                     | Rabbit Lake             |                |         | 1,998   |        |               |   |              |   |  |         | 0       |       |         |  |        |     |  |         | 1,998   |       
|                                     | Reynolds Ranch          |                |         | 0       |        |               |   |              |   |  |         | 7,791   |       |         |  | (3)    |     |  |         | 7,791   |       
|                                     | Ruby Ranch              |                |         | 0       |        |               |   |              |   |  |         | 581     |       |         |  | (2)    |     |  |         | 581     |       
|                                     | Ruth                    |                |         | 0       |        |               |   |              |   |  |         | 2,065   |       |         |  | (2)    |     |  |         | 2,065   |       
|                                     | Shirley Basin           |                |         | 0       |        |               |   |              |   |  |         | 4,085   |       |         |  | (3)    |     |  |         | 4,085   |       
|                                     | Smith Ranch             |                |         | 0       |        |               |   |              |   |  |         | 133     |       |         |  | (3)    |     |  |         | 133     |       
|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |         |        | 
|Total Indicated Resources            |                         |                | 154,557 |         |        |               | 0 |               |   |  | 18,520  |         |       |         |  |        |     |  | 173,077 |        
|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |         |        | 
|Total Measured &
Indicated Resources |                         |                | 163,916 |         |        |               | 0 |               |   |  | 30,478  |         |       |         |  |        |     |  | 194,394 |        
|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |         |        | 
|Resources  Inferred                 |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |        
|                                     | Cigar Lake              |                |         | 59,105  |        |               |   |              |   |  |         | 0       |       |         |  |        |     |  |         | 59,105  |       
|                                     | Crow Butte              |                |         | 7,622   |        |               |   |              |   |  |         | (289    | )     |         |  | (2)    |     |  |         | 7,333   |       
|                                     | Gas Hills               |                |         | 19,800  |        |               |   |              |   |  |         | (19,800 | )     |         |  | (2)    |     |  |         | 0       |       
|                                     | Highland                |                |         | 2,530   |        |               |   |              |   |  |         | (553    | )     |         |  | (2)    |     |  |         | 1,977   |       
|                                     | Inkai                   |                |         | 170,520 |        |               |   |              |   |  |         | 0       |       |         |  |        |     |  |         | 170,520 |       
|                                     | North Butte/Brown Ranch |                |         | 6,118   |        |               |   |              |   |  |         | (4,751  | )     |         |  | (2)    |     |  |         | 1,367   |       
|                                     | Northwest Unit          |                |         | 0       |        |               |   |              |   |  |         | 1,093   |       |         |  | (3)    |     |  |         | 1,093   |       
|                                     | Peach                   |                |         | 4,000   |        |               |   |              |   |  |         | (4,000  | )     |         |  | (2)    |     |  |         | 0       |       
|                                     | Reynolds Ranch          |                |         | 0       |        |               |   |              |   |  |         | 7,442   |       |         |  | (3)    |     |  |         | 7,442   |       
|                                     | Shirley Basin           |                |         | 0       |        |               |   |              |   |  |         | 1,132   |       |         |  | (3)    |     |  |         | 1,132   |       
|                                     | Smith Ranch             |                |         | 0       |        |               |   |              |   |  |         | 4,295   |       |         |  | (3)    |     |  |         | 4,295   |       
|                                     | Taylor Ranch            |                |         | 5,000   |        |               |   |              |   |  |         | (5,000  | )     |         |  | (2)    |     |  |         | 0       |       
|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |         |        | 
|Total Inferred Resources             |                         |                | 274,695 |         |        |               | 0 |               |   |  | (20,431 | )       |       |         |  |        |     |  | 254,264 |        
|                                     |                         |                |         |         |        |               |   |               |   |  |         |         |       |         |  |        |     |  |         |         |        | 



|(1) |  | Corresponds to millfeed.                                                                                                                                                                                                   
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Changes in reserves and resources, as applicable, include reassessment of geological data, results of information provided
by mining and milling, and subsequent re-classification of reserves or resources, as applicable.
|   
|(3) |  | Change in share ownership or acquisition or surrender of claims.                                                                                                                                                           

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Uranium Fuel Conversion Services

Market Background

Demand

The demand for UF6 conversion services is directly linked to the level of
electricity generated by light water moderated nuclear power plants. Western
world demand for UF6 conversion services in 2002 was estimated to be
approximately 57,000 tonnes of uranium. It is estimated that this demand will
increase to approximately 61,000 tonnes of uranium in 2012. Demand in the
former Soviet Union and Eastern Europe in 2002 was about 7,300 tonnes of
uranium and is expected to increase to about 7,700 tonnes of uranium by 2012.

The demand for UO2 conversion services is linked to the level of electricity
generated by heavy water moderated nuclear power plants such as CANDU reactors.
Western world demand for UO2 conversion services in 2002 was estimated to be
approximately 2,100 tonnes of uranium.

Most utility companies operating nuclear reactors purchase their uranium
requirements in the form of concentrates directly from mining and milling
operators. The uranium contained in the concentrates is refined and converted
to fuel grade UO2, or to UF6 for enrichment, further processing and eventual
use in nuclear reactors.

Supply

The western world UF6 conversion industry consists of Cameco and three other
commercial producers with an annual conversion capacity of about 45,000 tonnes
of uranium. Camecos annual UF6 conversion capacity constitutes approximately
28% of the western world capacity. Cameco is the only commercial supplier of
conversion for natural UO2 customers in the western world. Russia supplies most
of the requirements of the former Soviet Union and Eastern Europe in the form
of low enriched uranium.

On February 9, 2001, British Nuclear Fuels Limited (BNFL), with annual
conversion capacity of about 6,000 tonnes, announced that it will halt
production of UF6 in 2006. With the announcement, BNFL ceased the marketing of
UF6 conversion services and sold its uncommitted UF6 production to Cameco.

Prices

Cameco competes on the basis of price, location and service with two other
full-scale commercial suppliers in the western world. It also competes with
additional supplies from excess western inventories available on the secondary
or spot market, Russian inventory sales in the form of low enriched uranium,
Russian re-enriched depleted tails in the form of UF6, and Russian and US
uranium derived from dismantling nuclear weapons.

Under the USEC Privatization Act, the conversion component of Disarmament
Uranium is not restricted and is therefore available to the market, with the
exception of any quantities returned to Russia.

Marketing

UF6

Camecos marketing strategy for UF6 conversion services is similar to that for
uranium concentrates.

Cameco sells its services directly to utilities located in many different
geographic regions of the world primarily through medium  and long  term
contracts.

For the period 2003 forward, Cameco has UF6 conversion services commitments in
excess of 45,000 tonnes uranium under 66 long-term contracts. Camecos five
largest customers account for approximately 35% of these commitments. Over
this period, 40% of Camecos committed UF6 conversion services volume is to
purchasers in North America, 34% in the Far East and 26% in Europe.

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UO2

Cameco is the only commercial supplier of ceramic grade UO2 for CANDU heavy
water moderated nuclear reactors operated in Canada by Bruce Power, OPG, New
Brunswick Power Corporation and Hydro Quebec. Cameco also exports UO2 to South
Korea for its CANDU reactors.

Volumes of Canadian UO2 sales are anticipated to increase over the next few
years as six shut-in reactors (four operated by OPG and two operated by Bruce
Power) are planned for restart. Three of these restarts (one OPG and two Bruce
Power) are scheduled in 2003.

Operations

Cameco owns and operates Canadas only uranium conversion facilities. Cameco
has a uranium refining facility that is located approximately eight kilometres
west of Blind River, Ontario and within close proximity to Lake Huron. Blind
River, with a population of about 4,000 is located approximately 600 kilometres
northwest of Toronto, Ontario. Cameco also has two conversion plants within
the town of Port Hope, Ontario, approximately 100 kilometres east of Toronto.
The town of Port Hope, with a population of about 12,500, is located on the
shore of Lake Ontario.

The Blind River facility, commissioned in 1983, has an annual licensed capacity
of 18,000 tonnes of uranium. It includes a uranium refinery, a large storage
area for uranium concentrates, and weighing and sampling facilities. The Blind
River facility refines the concentrates delivered by suppliers from throughout
the world into nuclear grade UO3, nearly all of which is shipped to Port Hope
for conversion into either UF6 or UO2. A small quantity of UO3 is supplied to
others for blending with enriched uranium to produce suitable reactor fuel.

The Port Hope conversion plants produce natural UO2 and natural UF6. The UO2
plant is licensed for 2,800 tonnes of uranium per year and produces ceramic UO2
used as fuel in Canadian and other CANDU heavy water nuclear reactors, as well
as blanket fuel for light water nuclear reactors. The UF6 plant, licensed for
12,500 tonnes of uranium per year, converts UO3 to UF6 using hydrogen, hydrogen
fluoride and fluorine in a series of process steps. The UF6 is then shipped to
enrichment plants in the United States, Europe and Japan for further processing
to low enriched uranium prior to conversion to enriched UO2, which is used as
reactor fuel for light water nuclear reactors.

In January 2003, Cameco applied to the CNSC for regulatory approval to begin
the commercial production at Port Hope of slightly enriched uranium dioxide
powder (SEU), the primary uranium component of a new type of fuel that is
proposed for use in some CANDU reactors. Initially the SEU will be produced for
use in the Bruce B units as part of a power uprate project which is expected
to add about 400 MW to the capacity of the units. (See Bruce Power  The Generating Facilities.) SEU is also expected to be
the basis of the fuel used by the next generation of CANDU reactors designed by
Atomic Energy of Canada Ltd. Camecos Port Hope facility processed enriched
uranium between 1966 and 1987. This activity was discontinued when there no
longer was commercial demand.

CNSC approval would allow installation and operation at Port Hope of equipment
for blending natural UO2 powder and low-enriched UO2 powder to produce SEU. The
low-enriched UO2 powder would be acquired from several suppliers. This
approval would not lead to an increase in the total volume of UO2 produced, as
the SEU would essentially replace some of the natural UO2 currently produced.

Commercial production of SEU will use sufficient volume of low enriched UO2
powder that criticality could potentially be achieved. Due to extensive
safeguards that will be put in place, which will be subject to regulatory
approval, to prevent this from happening, it is unlikely that criticality will
occur. Criticality is a nuclear fission reaction, not a nuclear explosion. The
products of criticality are heat and radiation. If a criticality did occur at
Port Hope, it is expected there would be little or no impact on the health and
safety of the public, as the SEU production area will be designed and
engineered to contain the incident. Low enriched fuel is used to power
approximately 400 nuclear reactors around the world.

Camecos conversion facilities are subject to decommissioning liabilities. In
accordance with regulatory requirements, Cameco has provided $48.4 million in
letters of credit as security for decommissioning these facilities.

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Research and Development

The activities of all operations are supported by Camecos technology
development group which is actively engaged in supporting new business
initiatives as well as developing new processes to maintain and enhance
Camecos position as a competitive and leading supplier of uranium
concentrates, refining and conversion services. For 2002, expenditures related
to these activities were approximately $ 2.5 million.

Environment

For environmental protection, the Blind River refinery operates a monitoring
lagoon system for liquid effluents in order to ensure adherence to regulatory
standards. Gaseous emissions are filtered, scrubbed and monitored for uranium
particulate and certain other deleterious substances. Cooling water is used in
a closed loop system with very limited discharge to the environment. Extensive
chemical recovery steps are also used to reduce environmental release. In Port
Hope, provisions for environmental protection include scrubbing and filtration
systems for gaseous emissions and evaporator systems for liquid process
effluents. Resulting condensates released to the environment are monitored to
ensure compliance with regulatory standards. Extensive chemical recovery steps
are also used to reduce environmental release and reduce waste accumulation.

In 1998, Cameco reached an agreement with International Uranium Corporation of
Denver, Colorado for the processing of certain uranium-bearing by-products from
Blind River and Port Hope at the White Mesa mill in Blanding, Utah. The
agreement received regulatory approval in both Canada and US. Shipments to
Utah for recycling of all of the by-product inventory was completed in 2000,
including by-products accumulated by a predecessor company prior to 1988 that
was stored at Blind River and Port Hope. Shipments of newly produced
by-products continued throughout 2002. While this program has addressed the
accumulated inventory of by-products and is addressing current recycling
requirements for these by-products, other outlets are being considered. In
2001, a pilot test program of recycling these by-products at Camecos Key Lake
mill was completed. This test was conducted to develop the information that
would be necessary to support an application for regulatory approval to recycle
by-products at the Key Lake mill, if and when desired. In 2002, Cameco
submitted a proposal to federal and provincial regulatory authorities for
approval to recycle these by-products at the Key Lake mill. Provincial
regulatory approval was received on February 21, 2003. Federal regulatory
approval is still pending.

Both Blind River and Port Hope facilities were re-licensed by the CNSC for a
five-year period commencing on February 28, 2002.

Legal Proceedings

A complaint was filed in federal court in Denver, Colorado, USA on November 28,
2000 by Mr. Oren Benton claiming damages in excess of $100 million from the
Company with respect to each of his claims of breach of contract and tortious
interference with contractual relations and business expectations. Camecos
motion to dismiss Mr. Bentons claims was granted and Mr. Bentons claims were
dismissed in 2002. Mr. Benton has appealed this decision. Cameco believes,
after consultation with legal counsel, this action is completely without merit
and will defend it vigorously.

Environmental Matters

Camecos operations are subject to numerous laws and regulations regarding
environmental matters and the management of hazardous wastes and materials.
Changes in environmental laws and regulations or more stringent application of
existing standards could cause additional expense, capital expenditures,
restrictions or delays in the exploration, development, operation or
decommissioning of the Companys properties.

Cameco estimates total future decommissioning and reclamation costs for its
operating assets to be $253 million. In connection with future decommissioning
and reclamation costs, Cameco has provided financial assurances of
approximately $205 million in the form of letters of credit to satisfy current
regulatory requirements. See Note 7 to the Consolidated Financial Statements of
the Company for the fiscal year ended December 31, 2002.

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Cameco Initiatives

Camecos environmental and safety efforts are both corporate and site-based.
Corporate and site-based environmental and safety departments have been created
to manage and coordinate the Companys environmental assessment and regulatory
compliance and reporting functions. Cameco conducts regular environmental and
safety audits of its sites. Annual expenditures of over $16 million have been
dedicated to environmental monitoring, protection, assessment and health and
safety programs.

Like other large industrial organizations, Cameco utilizes chemicals in its
operations that could be hazardous to health and the environment if handled
incorrectly. Employees are trained in the proper use of hazardous substances
and in emergency response techniques.

Cameco has had a formal environmental and safety policy in place since 1991. In
1999, Cameco revised this environmental policy in support of an initiative to
generate a new environmental management system at its operating sites. This
system reinforces the Companys commitment to ongoing management of
environmental risks and is structured to be compatible with the requirements of
the relevant international standard, referred to as ISO 14001. In 2000, the
Port Hope operation became the first Cameco managed site to become certified
under the new standard. In 2002, the Blind River, Key Lake and McArthur River
operations were also ISO 14001 certified. In May 2001, Cameco received a
request from the CNSC to develop a corporate quality assurance program in
support of re-licensing its Canadian operations. Cameco elected to embark on
developing a broader quality management system. This system is to include
operational activities at its Canadian operating licensed sites as well as
corporate oversight and audit responsibilities for these sites. A plan and
implementation schedule for this new management system was filed with the CNSC
and accepted in early 2002. At year end, a draft corporate quality management
system manual, covering Canadian uranium operations, was also filed with the
CNSC, in accordance with the accepted implementation schedule. This schedule
calls for site implementation to be completed in the second half of 2004.

The Company has an environmental and safety committee of the board of
directors, which regularly reviews environmental and safety aspects of the
Companys operations. To promote better communication with communities in
northern Saskatchewan on environmental and other matters, the Company organized
the Northern Community Liaison Committee in 1990 and the Athabasca Working
Group in 1993 (with CLMC and Cogema). The Company also co-operates with the
northern community environmental quality committees organized more recently by
the province of Saskatchewan. Cameco also conducts regular environment-focused
community liaison activities at its fuel services sites in Ontario.

Canada

Environmental matters related to Camecos operations in Canada are the subject
of ongoing public scrutiny and regulatory review by the CNSC, Environment
Canada, the federal Department of Fisheries and Oceans, SE and the Ontario
Ministry of the Environment (MOE).

Decommissioning and Reclamation

Once reserves of a particular deposit in Canada have been exhausted or after
processing activities have been permanently suspended, Cameco and its partners
are required by law to decommission operating sites, including waste rock and
tailings management facilities, and reclaim those areas affected by their
activities, to the satisfaction of provincial and federal regulatory
authorities. Cameco annually accrues amounts for future reclamation costs
based on the estimated life of the facility, units of production and estimates
of future decommissioning and reclamation costs. Camecos estimation of these
future costs are based upon the application of reclamation techniques which are
believed to be capable of generating reasonable environmental and radiological
performance. The annual accrual and total provision is regularly reviewed by
the Company, as well as for license renewal applications as required by
regulatory agencies. If required, the future accrual rate is then adjusted.
The regulatory agencies accept the decommissioning plans in concept, not upon
detailed performance forecast which has not yet been generated. As Cameco
properties approach or go into decommissioning, further regulatory review of
the
decommissioning plans may result in additional decommissioning requirements,
associated costs and the requirement to provide additional financial
assurances. As of December 31, 2002, Cameco had accrued a total accounting
provision of approximately $143 million related to nuclear activities. See
Note 7 to the Consolidated Financial Statements of the Company for the fiscal
year ended December 31, 2002.

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Both the CNSC and SE have regulations requiring financial assurances for
decommissioning and reclamation of minesites. Financial assurances in the form
of letters of credit were first supplied for Rabbit Lake and McArthur River in
1996 and for Key Lake in 1997. Letters of credit for the Port Hope and Blind
River facilities were supplied in early 2002 for the first time, in conjunction
with general CNSC site relicensing. Throughout late 2001 and 2002,
decommissioning and reclamation financial assurances for all Canadian uranium
operations, including Cigar Lake, have been re-examined, in accordance with
regulatory mandated review schedules. While this work is not yet fully
complete, no material changes are anticipated in the amount of financial
assurances as a result of this review.

Pursuant to the Reorganization of SMDC and ENL (now Canada Eldor Inc.), Cameco
assumed the ownership and primary responsibility for the management of wastes
existing at the time of the Reorganization (Historical Waste) at the Port
Hope Conversion Facility, the Blind River Refinery, the Port Granby Waste Site
and the Welcome Waste Site (Historical Facilities), all located in Ontario.
The Company assumed liability for the first $2 million of all
costs in respect of any claim arising out of or related to the Historical Waste
and all decommissioning and reclamation costs at the Historical Facilities and
23/98ths of the next $98 million of such costs. Canada Eldor Inc. retained
liability for the balance of the costs up to $100 million and for all the costs
in excess of $100 million, effectively capping Camecos liability at $25
million. See Note 13 to the Consolidated Financial Statements of the Company
for the fiscal year ended December 31, 2002.

On October 6, 2000, the government of Canada and certain Port Hope area
communities announced the signing of a Principles of Understanding,
establishing the framework for development of a legal agreement for the clean
up, storage and long-term management of certain of the Historical Wastes. On
June 19, 2001, the government of Canada announced that the legal agreement had
been signed and that it would invest about $260 million over 10 years to carry
out the work. On July 30, 2002, the government of Canada released the scope
document for the environmental assessment of the project to manage low level
radioactive waste for long term in the Port Hope area.

Regulatory Compliance

Potentially significant regulatory issues relate to the establishment of new
criteria for levels of uranium in ambient air in the vicinity of the Companys
Ontario operations, establishment of new enhanced environmental monitoring
programs in the vicinity of all Canadian operations and decisions arising from
the current evaluation of radionuclide releases (including uranium) from
nuclear facilities being carried out under the Canadian Environmental
Protection Act. Changes to these regulations may require additional response
by Cameco in the near term in order to remain in compliance with the relevant
regulations and regulatory guidelines.

These new regulatory initiatives and future initiatives have and likely will
continue to generate additional environmental studies in the vicinity of these
operations. It is unclear if these additional studies will ultimately
translate into further regulatory requirements on the Company.

Cameco continues to face challenges from the burden of increasing regulatory
demands and costs from the CNSC, Canadian Environmental Assessment Agency and
other federal and provincial regulators. In addition to the issues noted
above, the lead regulator, the CNSC, intends to increase its fees charged to
the nuclear industry, and is increasing the regulatory burden as a result of
the implementation of the new Nuclear Safety and Control Act. For instance,
Cameco has been directed to implement a formal quality assurance program to
manage its Canadian nuclear operations. Lower tier operational changes are
increasingly subject to regulatory burden which may include delays due to
longer regulatory approval processes. These increasing requirements are
expected to continue to result in creeping administration costs and some
additional capital expenditures for compliance. As well, the complex
regulatory approval process reduces Camecos flexibility to make operational
changes in a timely fashion.

The 1997 Nuclear Safety and Control Act and 2000 Regulations thereunder
establish occupational and public radiation exposure limits in accordance with
the most recent International Commission on Radiological Protection
recommendations. Additional work on internal radiation protection dosimetry
(primarily dust inhalation) is being
carried out at Camecos Ontario operations to comply with these new limits in
accordance with an agreed to regulatory transition plan. The McArthur River
mine, the Key Lake mill, and the Rabbit Lake mine/mill operation are in
compliance with the new regulatory requirements.

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In recent years, when auditing Cameco, the CNSC has put a priority on auditing
specific environmental and safety related programs. These have included such
aspects as radiation protection programs, environmental monitoring, fire
protection, operational quality assurance, organization and management
evaluation, transportation systems, geotechnical monitoring and ventilation
systems. These program-specific audits and regular site inspections by
regulatory project officers have generated, and are intended to continue to
generate, actions to improve environmental and safety performance and ensure
that these risks remain well managed. Resulting program modifications are
typically procedural and do not incur large capital costs.

In 2001, Cameco successfully renewed its CNSC operating licences for Rabbit
Lake, Key Lake and McArthur River for two-year terms. Cameco also received a
licence to become the operator of the Cigar Lake project. In 2002, the Port
Hope and Blind River CNSC operating licenses were renewed for five-year terms.
In 2003, Cameco will seek re-licensing of the Rabbit Lake, Key Lake and
McArthur River operations, as well as a construction license for the Cigar Lake
project.

US Environmental Regulation

Cameco subsidiaries ISL operations in the US are subject to numerous federal,
state and local regulations governing, among other things, air emissions, water
discharges, hazardous materials handling and disposal and site reclamation. In
2000, at the Highland operation, PRI self reported to the Wyoming Department of
Environmental Quality (WDEQ) injection well casing leaks, resulting in
releases into unauthorized zones. As a result of PRIs report, the Wyoming
agency issued a notice of violation (NOV). PRI took the position that there
was
minimal environmental impact, given the quality of the released water and the
geotechnical characteristics of the release zones. Nevertheless, the issue
required additional investigation as a potential future decommissioning issue,
and necessitated procedural and physical modifications in well construction to
better assure injection well integrity. The well casing leaks are not expected
to materially increase site decommissioning costs. There was no fine
associated with the NOV, largely because of the self-reporting of the issue and
its low potential for environmental impact. Arising from the NOV was an
Administrative Order on Consent, which specified a compliance schedule and a
revision of the regulatory permit to address the casing leak issue. The Order
on Consent essentially forms a contract for resolving the issues arising out of
the NOV. Changes in well construction have reduced the frequency of well
casing leaks. The changes have also been implemented at PRIs Smith Ranch
operation.

After mining has been completed, an ISL wellfield must be restored in
accordance with regulatory requirements. Generally this involves restoring the
groundwater to its pre-mining use using reverse osmosis (ultra filtration
technology) and restoration. Restoration of Crow Butte wellfields is regulated
by the Nebraska Department of Environmental Quality (NDEQ) and the Nuclear
Regulatory Commission (NRC) and restoration of Smith Ranch-Highland
wellfields is regulated by the WDEQ and NRC.

Crow Butte has three wellfields under restoration. In 2000 Crow Butte
Resources Inc., after the NDEQ confirmed that wellfield 1 was restored to its
regulatory standards, requested the NRC accept that wellfield 1 was restored to
its regulatory standards. The NRC approved the restoration on February 12,
2003.

Smith Ranch-Highland has three wellfields under restoration. In 1999 PRI
requested the WDEQ accept that one wellfield was restored to its regulatory
standards. The WDEQ has not yet done so.

The delay by regulators to accept restoration of these wellfields is a
significant issue for Cameco subsidiaries US ISL operations. Discussions are
ongoing with regulators to establish clear criteria for wellfield restoration.
The Company is uncertain when, and at what cost, its US subsidiaries ISL
operations will be able to complete restoration of mined out ISL wellfields to
the satisfaction of regulators.

Government Regulation

Camecos business is subject to various levels of extensive governmental
controls and regulations which are amended from time to time. The Company is
unable to predict what additional legislation or amendments may be proposed
that might affect its business or when any proposals, if enacted, might become
effective.

Outlined below are some of the more significant government controls and
regulations which materially affect the Companys uranium business.

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Canadian Uranium Industry Regulation

The Canadian federal government has recognized that the uranium industry has
special importance in relation to the national interest and therefore regulates
the industry through regulations and policy announcements. The regulations and
policy announcements apply to any uranium property or plant in Canada which the
CNSC may determine to be, or to have the capability of, producing or processing
uranium for nuclear fuel application. The regulations require that the
property or plant be owned legally and beneficially by a company incorporated
in Canada.

Mine Ownership Restriction

The latest expression of Canadian government policy on non-resident ownership
of uranium mining properties is contained in a letter dated December 23, 1987
from the Minister of State (Forestry and Mines) to the Canadian uranium
industry. The basic limit for non-resident ownership of uranium properties at
the stage of first production is 49%. Resident ownership levels of less than
51% will be permitted if the property is in fact Canadian-controlled.
Exceptions to the policy may be granted subject to Cabinet approval and will be
provided only in cases where it is demonstrated that Canadian partners cannot
be found.

Cameco Ownership Restriction

As part of the Canadian government regulation of the Canadian uranium mining
industry, the Eldorado Nuclear Limited Reorganization Act Canada (ENL
Reorganization Act) imposes constraints on the issue, transfer and ownership,
including joint ownership, of Cameco shares so as to prevent both residents and
non-residents of Canada from owning or controlling more than a specified
percentage of shares. The following is a summary of the constraints currently
contained Camecos articles:



|(a) |  | No resident alone or together with associates, may hold, beneficially own
or control, directly or
indirectly, other than by way of security only, shares to which are
attached more than 25% of the votes that may ordinarily be cast to elect
directors of Cameco.                                                                                                                                             
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(b) |  | No non-resident of Canada, alone or together with associates, may hold,
beneficially own or control, directly or indirectly, other than by way of
security only, shares to which are attached more than 15% of the votes
that may ordinarily be cast to elect directors of Cameco.                                                                                                                              
|   
|(c) |  | The votes attaching to shares held, beneficially owned or controlled,
directly or indirectly by all non-residents together, and cast at any
meeting of shareholders, will be counted or prorated so as to limit the
counting of those votes to not more than 25% of the total number of votes
cast by shareholders at that meeting.                                                                             
|   
|(d) |  | To give effect to such constraints, Camecos articles contain provisions
for the enforcement of the restrictions relating to ownership and voting
by residents of Canada and non-residents of Canada described above,
including provisions for suspension of voting rights, forfeiture of
dividends, prohibitions against the issue and transfer of shares and
suspension of all remaining shareholders rights.

The provisions of the ENL Reorganization Act allow the board to require the
holders or other subscribers for shares and certain other persons to furnish
declarations as to residence, ownership of shares and certain other matters
relative to the enforcement of the restrictions. Cameco is precluded from
issuing or registering a transfer of any shares where contravention of the
resident or non-resident ownership restrictions would result. Cameco requires
that, prior to each transfer of shares, other than a transfer to a depository,
the transferee give a declaration providing information relating to compliance
with these ownership restrictions.

Camecos board is entitled to determine whether contraventions of the ENL
Reorganization Act or the articles have occurred. Camecos board may make such
determination whether or not it, or Camecos transfer agent and registrar, has
received such declarations, if the board has reason to believe that
contravention of the ownership restrictions has occurred.

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If Camecos board determines that shares are held by a shareholder in
contravention of the ownership restrictions, Cameco has the power to suspend
all rights of the shareholder in respect of all shares held, other than the
right to transfer them, not earlier than 30 days after first sending notice to
the shareholder, unless the shares so held have been disposed of by the
shareholder and Cameco has been so advised.

Canadian Nuclear Safety and Control Act

In Canada, control of the mining, extraction, use and export of uranium was
formerly governed by the Atomic Energy Control Act (the AECA), a federal
statute. The AECA was administered by the AECB. On March 20, 1997, the Nuclear
Safety and Control Act (the NSCA) received royal assent. In the following
years, related regulations and key regulatory guidelines were prepared and
finalized. On May 31, 2000, the new act and regulations came into force
replacing the AECA. The NSCA expands the jurisdiction of the CNSC, which has
replaced the AECB, notably expanding its role in environmental regulation.

The NSCA authorizes the CNSC to make regulations governing all aspects of the
development and application of nuclear energy, including uranium mining,
milling, conversion and transportation. The most significant powers given to
the CNSC are in the licensing area. The NSCA grants the CNSC licensing
authority for all nuclear activities in Canada, including the issuance of new
licences to new operators, the renewal of existing licences, and amendments to
existing licences. A person may only possess or dispose of nuclear substances
and construct, operate and decommission its nuclear facilities in accordance
with the terms of a CNSC licence. The licence specifies conditions that
licensees must satisfy in order to maintain the right to operate nuclear
facilities.

A fundamental principle in nuclear regulation is that the licensee bears the
responsibility for safety, with the CNSC setting safety objectives and auditing
licensees performance against the objectives. The regulations made under NSCA
include provisions dealing with facilities licence requirements, radiation
protection, physical security for all nuclear facilities and the transport of
radioactive materials. The CNSC has also issued guidance documents to assist
licensees in complying with regulatory requirements such as decommissioning,
emergency planning, and optimization of radiation protection measures.

The NSCA is the product of a recent update of regulatory requirements by the
Federal government in relation to the effective regulation of nuclear energy in
Canada. The NSCA grants to the CNSC the power to act as a court of record, the
right to require financial guarantees for nuclear waste management and
decommissioning as a condition of granting a licence, order-making powers which
are more flexible than those allowed under the predecessor legislation, the
AECA, and the right to impose higher monetary penalties than was allowed under
such predecessor legislation. The NSCA also grants the CNSC power to require
nuclear power plant operator re-certification and to set requirements for
nuclear facility security measures. The NSCA also provides for increased
emphasis on environmental matters, including a requirement that licensing
applicants make adequate provision for the protection of the environment.
Additional regulatory priority is evident in the areas of quality assurance and
human factor engineering and assessment.

All of the Canadian operations of the Company are governed primarily by
licences granted by the CNSC and are subject to all applicable federal statutes
and regulations and to all laws of general application in the province where
the operation is located, except to the extent that such laws conflict with the
terms and conditions of the licence or applicable federal laws. Failure to
comply with licence conditions or applicable statutes and regulations may
result in orders being issued which may cause operations to cease or be
curtailed or may require installation of additional equipment or other remedial
action. The Company may also be subject to prosecution if it fails to comply
with such applicable statutes and regulations. Environmental regulation of the
uranium mining industry in Saskatchewan and the uranium processing industry in
Ontario are also regulated under both provincial and other federal legislation.
Progress continued to be made to better harmonize provincial and federal
regulatory regimes in Saskatchewan. In February 2003, the federal and
provincial governments signed an agreement that is expected to lead to greater
administrative efficiency in regulation of the Saskatchewan uranium industry
over the next few years.

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The CNSC has adopted a plan to aid in the transition from the AECA to the NSCA.
The plan defines temporary exemptions covering new radiation and quality
assurance programs and new packaging and transportation requirements. Cameco
estimates that small, but sustained, capital and operating expenditures will be
required, primarily for implementing new radiation and quality assurance
programs. In 2003, the CNSC is expected to
implement new cost recovery regulations. A fee for service arrangement is
proposed, based on a fully absorbed rate of $200 per hour. Preliminary
estimates of the impact on the licensing costs for Cameco operated sites is an
increase of $0.9 million (a 42% increase) in 2003. With a one year phase-in
and prorating from the time of implementation, it is expected that it will take
two years to see full transition to the new rates.

New projects must follow the NSCA procedures. Certain properties are deemed to
have complied by transition rules from AECA to NSCA. In September 2002, a
court held that Cogemas McClean uranium mill in Saskatchewan was not properly
licensed under these transition rules. The decision is being appealed. Due to
this decision, the licensing process that Cameco is subject to may be longer
and more complex.

Uranium Export Regulation

The export of uranium is regulated by the Canadian federal government which
establishes nuclear energy policy. Camecos uranium exports are required to
have export licences and export permits granted by the CNSC and the Department
of Foreign Affairs and International Trade, respectively, and such licences and
permits are obtained by Cameco for all such exports.

US Uranium Industry Regulation

Uranium recovery in the US is primarily regulated by the NRC pursuant to the
Atomic Energy Act of 1954, as amended. Its primary function is to ensure the
protection of employees, the public and the environment from radioactive
materials and it also regulates most aspects of the uranium recovery process.
The NRC regulations pertaining to uranium recovery facilities are codified in
Title 10 of the Code of Federal Regulations(10 CFR). The NRC issues Domestic
Source Material Licenses pursuant to 10 CFR Part 40.

The review of a license application is governed by the National Environmental
Policy Act (NEPA) which is implemented through 10 CFR Part 51. Although the
NRC voted to support new regulations for uranium recovery operations, which
would apply to the Companys US ISL operations, in 2002 the NRC withdrew their
support for these regulations.

The NRC is finalizing their approval for an alternative process whereby a state
government can regulate groundwater issues through a memorandum of
understanding entered into with the NRC. If implemented, this would apply to
all groundwater issues, including restoration, and eliminate one area of
regulatory duplication pertaining to ISL well fields. The US Environmental
Protection Agency (EPA) and certain states have formally indicated that they
are in favour of the proposed process. The NRC is expected to decide later in
2003 whether to proceed with this change in the regulatory process.

The uranium recovery industry in Wyoming is also regulated by the WDEQ, Land
Quality Division (LQD) pursuant to the Wyoming Environmental Quality Act
(WEQA) and the LQD Non-Coal Rules and Regulations arising from the WEQA.
Pursuant to WEQA, the WDEQ issues a permit to mine which is administered by the
LQD. In addition, the state administers a number of EPA programs under the
Clean Air Act and the Clean Water Act, some of which are incorporated into the
LQD Non-Coal Rules and Regulations (for example the Underground Injection
Control regulations under the Clean Water Act). Currently wellfield
decommissioning is required to background water standard in Wyoming. Recently,
the Wyoming Environmental Quality Council approved wellfield groundwater
restoration to class of use standard, whereby restoration is judged in the
context of what the groundwater could be used for. In order for the proposed
regulatory change to take effect, the consent of Wyomings governor will be
required.

Similarly, the uranium recovery industry in Nebraska is regulated by the NRC
and the NDEQ pursuant to the Nebraska Environmental Protection Act. Pursuant
to this act and the regulations made thereunder, the NDEQ issues a permit to
mine. In Nebraska wellfield groundwater restoration is required to class of use
water standard. The NDEQ and NRC have approved the restoration of wellfield 1
at Crow Butte.

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In all cases, failure to comply with NRC license and/or state permit-to-mine
conditions, or a failure to comply with other applicable rules and regulations,
can bring enforcement action. For the state, this starts with non-cited
violations for minor, easily correctable violations (generally through
conference and conciliation), through notices of violation (NOVs) which
can include: fines; supplemental environmental projects; remedial action,
additional monitoring and permit changes; and, ultimately, could include orders
to cease operations. NRC enforcement policy describes a progression of
enforcement starting with an NOV and working through a pre-enforcement
conference, fines, imprisonment and the barring of workers or contractors from
working in the nuclear industry. Under state and federal law, criminal charges
are possible if violations are deemed to be the result of criminal intent or
action.

Following a determination by the federal Mine Safety and Health Administration
(MSHA) that it had no jurisdiction over the Smith Ranch-Highland operation,
safety at the operation is regulated by the Wyoming State Mine Inspectors
Office. In January 2003, MSHA advised that it would no longer regulate Crow
Buttes operations. Unless this decision is changed, safety at Crow Butte will
be regulated under Nebraskas Occupational Health and Safety Act. This
regulatory change is not expected to have a material impact on the Crow Butte
operation.

Other agencies are involved in the regulation of the uranium recovery industry,
either directly or indirectly, including the EPA, the Department of
Transportation, the Bureau of Land Management, Department of Energy, the
Department of Defense, the Army Corps of Engineers, and the US Fish and
Wildlife Service.

The export of uranium from the US and the movement of nuclear materials within
the US are also regulated by the NRC. NRC 741 form reporting is the primary
mechanism for tracking physical movements of US or any other origin uranium to
foreign and domestic buyers. US government export policies are established and
enforced through bilateral agreements for nuclear co-operation and trade with
specific countries (or political blocs such as the EU), with the general goal
of supporting the peaceful uses of nuclear energy while upholding specific US
foreign policy and non-proliferation objectives. While specific sales
contracts are not reviewed or approved, export licenses for shipment of uranium
outside the US are granted by the NRC.

Land Tenure

Saskatchewan Operations

Most of the Companys uranium reserves and resources are located in
Saskatchewan. The right to mine minerals is acquired by the Company as a
lessee under a mineral lease from the province of Saskatchewan (a Crown
Lease). A Crown Lease is for a term of 10 years, with a right to renew for
successive 10 year terms in the absence of default by the lessee. The lessee
is required to expend certain amounts for work during each year of a Crown
Lease. A Crown Lease cannot be terminated except in the event of default and
for certain environmental concerns as prescribed in The Crown Minerals Act
(Saskatchewan). However, Crown Leases may be amended unilaterally by the
lessor by an amendment to The Crown Minerals Act (Saskatchewan) or The Mineral
Disposition Regulations, 1986 (Saskatchewan).

The right to explore for minerals is acquired by the Company in Saskatchewan
under a mineral claim from the province of Saskatchewan (a Mineral Claim).
The term of a Mineral Claim is two years, with the right to renew for
successive one year periods. To maintain a Mineral Claim in good standing,
generally, the holder of a Mineral Claim must expend a prescribed amount on
exploration. Excess expenditures can be applied to satisfy expenditure
requirements for future claim years. Except for exploration purposes, a Mineral
Claim does not grant the holder the right to mine minerals. A holder of a
Mineral Claim in good standing has the right to convert a Mineral Claim into a
Mineral Lease. Surface exploration work of a Mineral Claim requires additional
governmental approvals.

The surface facilities and mine shafts are located on lands owned by the
province of Saskatchewan. The right to use and occupy the lands is acquired
under a surface lease (a Surface Lease) from the province of Saskatchewan. A
Surface Lease is for a period of time, up to a maximum of 33 years, as is
necessary to allow the lessee to operate its mine and plant and thereafter to
carry out the reclamation of the lands involved. Surface Leases are also used
by the province of Saskatchewan as a mechanism to achieve certain environmental
protection, radiation protection and socioeconomic objectives and contain
certain undertakings in this regard.

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US Operations

The Companys uranium reserves and resources in the US are held by subsidiaries
and are located in Wyoming and Nebraska. The right to mine or develop minerals
is acquired either by leases from the fee simple owners (private parties) or
mining claims located on property owned by the US Federal Government. In
addition, the Companys subsidiaries acquire surface leases which allow
wellfield installation and operation to permit the mining of the uranium
reserves by ISL operations.

Canadian Royalties and Certain Taxes

Cameco pays royalties to the province of Saskatchewan on the sale of uranium
extracted from ore bodies within the province under the terms of Part III of
the Crown Mineral Royalty Schedule, 1986 (Saskatchewan) (the Schedule), as
amended. Royalties include both a basic royalty and a tiered royalty. The
basic royalty is equal to 5% of gross sales of uranium and is reduced by the
Saskatchewan resource credit equal to 1% of the gross sales of uranium.

The tiered royalty is an additional levy on the gross sales of uranium which
applies only when the sales price of uranium exceeds levels prescribed by the
Schedule. Uranium sales subject to the tiered royalty are first reduced by
capital allowances as permitted by the Schedule for new mine or mill
construction and certain mill expansion. When these capital allowances are
reduced to zero, tiered royalties become payable. Both the prices and the
capital allowances as defined in the Schedule are adjusted annually to reflect
changes in the Canadian gross domestic product.

The tiered royalty is calculated on the positive difference between the sales
price per pound of U3O8 and the prescribed prices according to the following:

|     |  |              |   |                           |  |                 |       | 
|---- |  | ------------ | - | ------------------------- |  | --------------- | ----- | 
|     |  |              |   |                           |  | Canadian Dollar
|     |  | Royalty Rate |   | Sales Price in Excess of:
|     |  |              |   |                          
|     |  |              | 6 | %                         |  | $               | 14.55 | 
|plus |  |              | 4 | %                         |  | $               | 21.83 | 
|plus |  |              | 5 | %                         |  | $               | 29.10 | 

The above prices are applicable to 2002 and are in Canadian dollars.

For example, if the sales price realized by Cameco was $25 per pound in
Canadian dollars, tiered royalties would be calculated as follows (assuming all
capital allowances have been reduced to zero):

[6% x ($25.00  $14.55) x pounds sold] + [4% x ($25.00  $21.83) x pounds sold]

Cameco did not pay tiered royalties in 2002. Cameco does not expect to pay
tiered royalties in 2003 due to the availability of capital allowances.

Cameco is subject to capital taxes on paid-up capital (as defined for capital
tax purposes in the relevant provincial legislation) in respect of its
operations in Saskatchewan and in Ontario. In Saskatchewan, it pays at a rate
of 0.6% on paid-up capital in excess of $10 million. In addition, a resource
corporation in Saskatchewan pays a corporate resource surcharge of 3.6% of the
value of resource sales. This surcharge is only payable to the extent that it
exceeds the regular capital tax. In Ontario, the Company pays a tax of 0.3% on
paid-up capital allocated to Ontario.

Canadian Income Taxes

Cameco, certain wholly owned subsidiaries, and UEM are subject to federal and
provincial income tax in Canada. Current income tax expense for 2002 was $ 7.9
million.

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For income tax purposes, royalties are not deductible. However, Cameco is
eligible for the resource allowance (except at Bruce Power) which is a
deduction from income tax purposes. The resource allowance deduction is equal
to 25% of adjusted resource profits, as defined in the Income Tax (Canada).
Bruce Power is eligible for the manufacturing tax credit and processing tax
credit.

Cameco, certain wholly owned subsidiaries and UEM are also subject to federal
large corporations tax, which is levied on a corporations taxable capital
employed in Canada. This tax is calculated at a rate of 0.225% on taxable
capital in excess of $10 million. Total large corporations tax paid in 2002
was $ 4.5 million.

US Taxes

The Company, through its US subsidiaries, pays a severance tax to the state of
Nebraska in respect of uranium produced at the Crow Butte mine and pays an ad
valorem tax to the county and a severance tax to the state of Wyoming in
respect of the Smith Ranch-Highland operation. Total severance and ad valorem
taxes paid in 2002 were $429,500 (US).

The Company, also through its US subsidiaries, is subject to US federal and
state income tax. The income of Camecos US subsidiaries is currently not
subject to US regular income tax due to certain income tax deductions that are
available. The Companys US subsidiaries may also be subject to Alternative
Minimum Tax (AMT) at a rate of 20%, although no AMT was payable for 2002. AMT
paid in prior years may be carried forward indefinitely to be applied as a
credit against future regular income taxes.

Employees

At December 31, 2002, Cameco had 1,436 employees. Of the total, 559 employees
are represented by three separate locals of the United Steelworkers of America
trade union with collective agreements for each of the two bargaining units at
the Port Hope conversion facility (expiring June 30, 2004) and one for the
bargaining unit employees at the McArthur River and Key Lake operations
(expired December 31, 2002). Cameco is negotiating a new collective agreement
for bargaining unit employees at the McArthur River and Key Lake operations.

Risk Factors

The following information pertains to the outlook and conditions currently
known to the Company which could have a material impact on the financial
condition of the Company. This information, by its nature, is not all
inclusive. It is not a guarantee that other factors will not affect the
Company in the future. This discussion should be read in conjunction with
material in other sections of this Annual Information Form, including
Managements Discussion and Analysis (Appendix B). As the context requires,
the reference to Company or Cameco also includes Camecos direct and indirect
subsidiaries.

Volatility and Sensitivity to Prices and Costs

Because the majority of the Companys revenues are derived from the sale of
uranium and uranium products, the Companys net earnings and operating cash
flow are closely related and sensitive to fluctuations in the long and short
term market price of U3O8 and for uranium conversion services. Historically,
these prices have fluctuated and have been and will continue to be affected by
numerous factors beyond the Companys control. Such factors include, among
others: demand for nuclear power; political and economic conditions in uranium
producing and consuming countries, such as Canada, the US and Russia and other
republics of the CIS; reprocessing of used reactor fuel and the re-enrichment
of depleted uranium tails; sales of excess civilian and military inventories
(including from the dismantling of nuclear weapons) by governments and industry
participants; and production levels and costs of production in countries such
as Russia and other republics of the CIS, Africa and Australia.

The fluctuation of the prices of uranium and UF6 conversion services is
illustrated by the following tables, which set forth, for the periods
indicated, the highs and lows of the spot price for non-CIS origin U3O8 and the
UF6 conversion services:

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           2002 Cameo Annual Information Form

Spot Uranium Prices (1)

(US $/lb of U3O8 )


|     |  |      |       |      |  |      |      |      |  |      |       |      |  |      |       |      |  |      |       |      |  |  |       |  |  |  |       |  |  |  |      |  |  |  |      |  |  |  |       | 
|---- |  | ---- | ----- | ---- |  | ---- | ---- | ---- |  | ---- | ----- | ---- |  | ---- | ----- | ---- |  | ---- | ----- | ---- |  |  | ----- |  |  |  | ----- |  |  |  | ---- |  |  |  | ---- |  |  |  | ----- | 
|     |  | 1993 |       | 1994 |  | 1995 |      | 1996 |  | 1997 |       | 1998 |  | 1999 |       | 2000 |  | 2001 |       | 2002
|     |  |      |       |      |  |      |      |      |  |      |       |      |  |      |       |      |  |      |       |     
|Spot |  |      |       |      |  |      |      |      |  |      |       |      |  |      |       |      |  |      |       |      |  |  |       |  |  |  |       |  |  |  |      |  |  |  |      |  |  |  |       | 
|High |  |      | 10.20 |      |  |      | 9.60 |      |  |      | 12.20 |      |  |      | 16.50 |      |  |      | 14.30 |      |  |  | 11.80 |  |  |  | 10.90 |  |  |  | 9.40 |  |  |  | 9.50 |  |  |  | 10.20 | 
|Low  |  |      | 9.70  |      |  |      | 9.05 |      |  |      | 9.65  |      |  |      | 13.00 |      |  |      | 10.20 |      |  |  | 8.75  |  |  |  | 9.60  |  |  |  | 7.10 |  |  |  | 7.20 |  |  |  | 9.70  | 



| | (1) |  | Source: The Nuexco Exchange Value, formerly published by Nuexco.
Since January 1995, it has been published by TradeTech. Since late
1992 the spot prices reflect the spot price for all uranium other than
of CIS origin.
| | --- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Range of Nuexco UF6 Conversion Values (1)

For Spot and Near-Term Transactions


(US$/kg U)


|     |  |      |      |      |  |      |      |      |  |      |      |      |  |      |      |      |  |      |      |      |  |  |      |  |  |  |      |  |  |  |      |  |  |  |      |  |  |  |      | 
|---- |  | ---- | ---- | ---- |  | ---- | ---- | ---- |  | ---- | ---- | ---- |  | ---- | ---- | ---- |  | ---- | ---- | ---- |  |  | ---- |  |  |  | ---- |  |  |  | ---- |  |  |  | ---- |  |  |  | ---- | 
|     |  | 1993 |      | 1994 |  | 1995 |      | 1996 |  | 1997 |      | 1998 |  | 1999 |      | 2000 |  | 2001 |      | 2002
|     |  |      |      |      |  |      |      |      |  |      |      |      |  |      |      |      |  |      |      |     
|Spot |  |      |      |      |  |      |      |      |  |      |      |      |  |      |      |      |  |      |      |      |  |  |      |  |  |  |      |  |  |  |      |  |  |  |      |  |  |  |      | 
|High |  |      | 5.35 |      |  |      | 5.40 |      |  |      | 5.85 |      |  |      | 6.15 |      |  |      | 6.10 |      |  |  | 5.10 |  |  |  | 3.85 |  |  |  | 3.25 |  |  |  | 5.25 |  |  |  | 5.25 | 
|Low  |  |      | 3.20 |      |  |      | 5.35 |      |  |      | 5.50 |      |  |      | 5.85 |      |  |      | 5.10 |      |  |  | 3.50 |  |  |  | 2.55 |  |  |  | 2.35 |  |  |  | 3.65 |  |  |  | 5.05 | 



| | (1) |  | Source: The Nuexco Conversion Value, formerly published monthly by
Nuexco. Since January 1995, it has been published by TradeTech. The
conversion value over this period of time is for the provision of
conversion services delivered in North America.
| | --- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Although the Company employs various pricing mechanisms within its sales
contracts to manage its exposure to price fluctuations, there can be no
assurance that such a program will be successful.

Competition from Other Energy Sources and Public Acceptance of Nuclear
Energy

Nuclear energy competes with other sources of energy, including oil, natural
gas, coal and hydro-electricity. These other energy sources are to some extent
interchangeable with nuclear energy, particularly over the longer term.
Sustained lower prices of oil, natural gas, coal and hydro-electricity may
result in lower demand for uranium concentrates and uranium conversion
services. Furthermore, growth of the uranium and nuclear power industry will
depend upon continued and increased acceptance of nuclear technology as a
means of generating electricity. Because of unique political, technological
and environmental factors that affect the nuclear industry, the industry is
subject to public opinion risks which could have an adverse impact on the
demand for nuclear power and increase the regulation of the nuclear power
industry.

Uranium Industry Competition and International Trade Restrictions

The international uranium industry, including the supply of uranium
concentrates and the provision of uranium conversion services, is highly
competitive. The Company markets uranium to utilities in direct competition
with supplies available from a relatively small number of western world uranium
mining and enrichment companies, from certain republics of the CIS and the
Peoples Republic of China, from excess inventories, including inventories made
available from decommissioning of nuclear weapons, from reprocessed uranium and
plutonium from used reactor fuel, and from the use of excess Russian enrichment
capacity to re-enrich depleted uranium tails held by European enrichers in the
form of UF6. The supply of uranium from Russia is, to some extent, impeded by
a number of international trade agreements and policies. These agreements and
any similar future agreements, governmental policies or trade restrictions are
beyond the control of Cameco and may affect the supply of uranium available in
the US and Europe, which are the largest markets for uranium in the world.

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With respect to UF6 conversion, the Company competes on the basis of price,
location and service with two other full scale commercial suppliers in the
western world and with additional supplies available from excess inventories,
including inventories made available from decommissioning of nuclear weapons,
and the use of excess Russian enrichment capacity to re-enrich depleted uranium
tails held by European enrichers in the form of UF6.

Deregulation of the Electrical Utility Industry

The Companys future prospects are tied directly to the electrical utility
industry worldwide. Deregulation of the utility industry, particularly in the
US and Europe, is expected to impact the market for nuclear and other fuels for
years to come, and may result in the premature shutdown of nuclear reactors.
Experience to date with deregulation indicates that utilities are improving the
performance of their reactors, achieving record capacity factors. There can be
no assurance that this trend will continue.

Replacement of Reserves

The McArthur River and Rabbit Lake mines are currently the Companys principal
sources of uranium concentrates. Unless the Cigar Lake deposit is placed into
production or other reserves are discovered or extensions to existing orebodies
are found, the Companys sources of mined uranium concentrates will decrease
over time as reserves at these two mines are depleted. The Rabbit Lake mine is
expected to be depleted in early 2005. Although in the past the Company (or its
predecessors) has successfully replenished its reserves through ongoing
exploration, development and acquisition programs, there can be no assurance
that Camecos future exploration, development and acquisition efforts will be
successful. In addition, while Cameco believes that the Cigar Lake deposit
will be put into production, there can be no assurance that it will be.

Due to the unique nature of the deposits at McArthur River and Cigar Lake,
technical challenges exist involving groundwater, rock properties, radiation
protection and ore-handling and transport. Failure to resolve technical
challenges at McArthur River or Cigar Lake may have a material adverse effect
on the Company.

Decommissioning and Reclamation

Environmental regulators are increasingly requiring financial assurances to
assure that the cost of decommissioning and reclaiming sites are borne by the
parties involved, and not by government. Cameco has filed decommissioning plans
for certain of its properties with regulators. These regulators have accepted
the decommissioning plans in concept, not upon a detailed performance forecast,
which has not yet been generated. As Cameco properties approach or go into
decommissioning, further regulatory review of the decommissioning plans may
result in additional decommissioning requirements, associated costs and the
requirement to provide additional financial assurances. It is not possible to
predict what level of decommissioning and reclamation (and financial assurances
relating thereto) may be required in the future by regulators.

Dependence on Limited Number of Customers

The Companys principal business relates to the production and sale of uranium
concentrates and the provision of uranium conversion services. The Company
relies heavily on a small number of customers to purchase a significant portion
of its production of uranium concentrates and its uranium conversion services.
For instance, for the period 2003 through 2005, Camecos five largest customers
are anticipated to account for approximately 39% of the Companys contracted
supply of U3O8. For the period 2003 through 2005, Camecos five largest UF6
conversion customers are anticipated to account for approximately 35% of the
Companys contracted supply of UF6 conversion services. Cameco is currently the
only commercial supplier of UO2 for use in Canadian CANDU heavy water reactors
with sales to its largest customer, OPG, accounting for approximately 39% of
the Companys UO2 sales in 2002. The loss of any of the Companys largest
customers or curtailment of purchases by such customers could have a material
adverse effect on the Companys financial condition and results of operations.

Technical Obsolescence.

Requirements for the Companys products and services may be affected by
technological changes in nuclear reactors, enrichment and used fuel processing.

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Bruce Power LP  Nuclear Electrical Generation

Overview

Business

Bruce Powers business is the generation and sale of electricity into the
Ontario wholesale market. Bruce Power generates electricity using the four
Bruce B nuclear powered units and, subject to regulatory approval, intends to
generate additional electricity commencing in 2003 using two Bruce A nuclear
powered units. The Bruce B nuclear units have capacity to supply about 15% of
Ontarios electricity needs. Once the two Bruce A units are restarted, Bruce
Power will have the capacity to supply about 20 % of Ontarios electricity
needs. Bruce Power has about 3,300 employees. Beginning in 2003, Bruce Power
is expected to contribute significantly to Camecos earnings.

2001 Acquisition

On May 11, 2001, Cameco, through its wholly owned subsidiary, Cameco Bruce
Holdings Inc., acquired a 15% limited partnership interest in Bruce Power, an
Ontario limited partnership, and directly acquired a 15% interest in Bruce
Power Inc., the general partner of Bruce Power. On the same date, Bruce Power
signed and closed agreements with OPG and certain of its subsidiaries to lease
and operate the Bruce A and B nuclear powered units and related facilities
located in southwestern Ontario.

To obtain its interest in Bruce Power, Cameco committed to invest up to $100
million in Bruce Power and to provide up to approximately $102 million in
financial assurances on behalf of Bruce Power. As of December 31, 2002, Cameco
had invested approximately $93 million in Bruce Power and had provided about
$82 million in financial assurances. In addition, Cameco purchased finished
nuclear fuel from OPG for approximately $74 million for resale to Bruce Power,
which resale has been completed.

Concurrent with Camecos acquisition, The Power Workers Union acquired a 2.0%
interest in Bruce Power and The Society of Energy Professionals acquired a 0.6%
interest in Bruce Power. They are the two main unions representing workers at
Bruce Power. BE indirectly held the balance, being an 82.4% interest in Bruce
Power.

2003 Acquisition

In early September of 2002, after announcing a weakened financial position, BE
received financial support from the British government. As a condition of the
agreement to provide its financial support, the British government required and
received guarantees from certain BE subsidiaries and related companies,
including Bruce Power. BEs weakened financial position resulted in its
agreement, in late 2002, to sell 79.8% of Bruce Power to a consortium of
Cameco, TransCanada PipeLines Limited (TransCanada), and BPC Generation
Infrastructure Trust (BPC), a trust established by Ontario Municipal
Employees Retirement System. The Power Workers Union and The Society of Energy
Professionals agreed to acquire BEs remaining 2.6% interest in Bruce Power.

On February 14, 2003 the agreement closed, with a Cameco wholly owned
subsidiary, Cameco Bruce Holdings II Inc., acquiring a 16.6% interest in Bruce
Power, bringing Camecos total indirect interest in Bruce Power to 31.6%.
Cameco concurrently increased its interest in Bruce Power Inc. from 15% to 33
1/3%. Cameco acquired these interests from an affiliate of BE and paid
approximately $209 million.

Concurrently, TransCanada, through a subsidiary, and BPC each acquired a 31.6%
interest in Bruce Power and a 33 1/3% interest in Bruce Power Inc. from the
same BE affiliate. The Power Workers Union and The Society of Energy
Professionals increased their collective interest in Bruce Power from 2.6% to
5.2% as part of the same transaction.

As part of the closing of this transaction, a Cameco subsidiary, a TransCanada
subsidiary and BPC each advanced $75 million to Bruce Power. Bruce Power used
these funds to pay $225 million in deferred rent that it owed to OPG. (see
Overview-Bruce Power-OPG Lease);

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The Bruce Power limited partnership agreement and certain other related
documents were amended to give effect to the new ownership of Bruce Power
following closing. Under these new arrangements, among other things, Cameco
will continue as Bruce Powers fuel manager. (see Cameco Fuel Management);

As part of the acquisition of BEs interest in Bruce Power, the consortium
acquired a BE affiliates 50% interest in Huron Wind L.P. (Cameco subsidiarys
share is 1/3 of the 50% interest). Located adjacent to the Bruce site, the
nine-megawatt Huron Wind L.P. wind farm officially opened on November 29, 2002.
OPG owns the other 50% of Huron Wind L.P.

Upon closing, Bruce Powers guarantees in support of the financial support to
BE provided by the British government were released.

The acquisition and its share of the OPG deferred rent payments were funded by
Cameco with existing cash reserves and short term debt, increasing Camecos net
debt to capitalization ratio to about 19%.

Camecos total commitment for financial assurances given on behalf of Bruce
Power is estimated to be $200 million. These financial assurances include
financial assurances given to the CNSC in support of Bruce Powers operating
licence, guarantees in favour of OPG under the lease between Bruce Power and
OPG for the Bruce site, and guarantees in support of Bruce Powers power
purchase agreements with customers. This last commitment is subject to
adjustment as the actual amounts of financial assurances in support of power
purchase agreements will fluctuate in response to wholesale electricity market
changes.

Bruce Power-OPG Lease

In May 2001, Bruce Power signed and closed agreements to lease and operate the
Bruce A and B nuclear powered units and related facilities in southwestern
Ontario with OPG and certain of its subsidiaries. The initial lease period
expires in 2018. Bruce Power has the right to extend the lease and certain
related agreements for up to an additional 25 years. The lease was amended in
January 2002, and again in 2003 as part of the 2003 Acquisition described
above.

Bruce Power paid OPG an initial rental payment of about $552 million, comprised of about $327 million in cash and a $225 million note receivable as deferred rent. As part
of the 2003 Acquisition, a Cameco subsidiary, a TransCanada subsidiary and BPC
each advanced $75 million to Bruce Power. Bruce Power used these funds to pay
the $225 million OPG note receivable.

The lease provides for Bruce Power to pay OPG rent consisting of base rent and
supplemental rent. The base rent increases over the term of the lease. The
supplemental rent is determined in accordance with a fixed formula, subject to
an inflation adjustment. For each year in the period 2004 to 2008, the
aggregate of these rents, subject to limited exceptions, cannot be less than $190 million. In 2002, the
aggregate of these rent payments was approximately $165 million.

OPG is responsible for nuclear waste and decommissioning liabilities at the
Bruce site. OPG is responsible for the plant decommissioning after the
reactors have been defuelled and the heavy water drained. (see Nuclear Waste
Management and Decommissioning).

The Generating Facilities

The Bruce nuclear generating stations are located approximately 200 kilometres
northwest of Toronto on Lake Huron. The Bruce nuclear generating stations
consist of eight CANDU reactors. The four Bruce B reactors, with a combined
net generating capacity of 3,160 megawatts, were commissioned between 1984 and
1987. The four Bruce A reactors, with a combined generating capacity of 3,087
megawatts, were commissioned between 1977 and 1979 and removed from service by
OPG between 1995 and 1998.

The estimated operating life of a nuclear generating station ends when
substantial capital expenditures are required to replace life-limiting
components, such as steam generators and fuel channel pressure tubes, and such
capital expenditures are not economically justified. Bruce Power estimates that
the operating life of the four Bruce B nuclear units will end about mid-2018
(based upon 201,000 effective fuel power

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hours for fuel channels) and the operating life of the two Bruce A units, assuming completion of the restart
program by 2003, will end about 2008 for Unit 3 and 2015 for Unit 4 (assuming
steam generator replacement for Unit 4 in 2007). An investment by Bruce Power
to replace steam generators, fuel channel pressure tubes and other
life-limiting components at the end of their useful life will depend, among
other things, on prevailing economic, financial and market conditions. If
replacement of life-limiting components is not justified, Cameco expects that
Bruce Power will continue to operate these units until their shutdown is
dictated by safety or economic considerations.

In 2003, Bruce Powers capital expenditure program, excluding the Bruce A
restart program, is expected to total about $165 million. In addition to
sustaining capital expenditures of about $15 million annually per unit, the
main projects in Bruce Powers business plan include:



| |  | a project to uprate the capacity of the Bruce B units (approximate
annual expenditures in millions for 2003 to 2005: $15, $185, and
$100), and
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | the completion of the Bruce B environmental qualification program
(to be completed in 2003 at an estimated expenditure of $30 million).       

Over the next three years, annual capital expenditures, excluding the Bruce A
restart program, are expected to average about $245 million. Bruce Powers
internal cash flow is expected to be sufficient to fund its 2003 capital
programs including the restart of two Bruce A units.

Among other things, the project to uprate the capacity of the Bruce B units
involves the use of SEU. (see Uranium Fuel Conversion Services and Cameco
Fuel Management).

As part of its Bruce B power uprate project, Bruce Power plans to refuel the
Bruce B units with modified fuel containing SEU beginning in 2006. The Bruce B units are currently
operating at 90% of maximum capacity based upon an operating limitation imposed by the CNSC. This limitation was placed on
the reactors when studies revealed that emergency shutdown systems may not provide sufficient safety margins for certain
low probability accidents. The derating to 90% of full power ensures that the necessary safety margin is maintained. The
use of the modified fuel is intended to improve the safety margins of the reactors and allow them to operate at their
design capacity and with the necessary safety margin. Approval is required from the CNSC to operate the Bruce B
units with the modified fuel. (See Uranium Fuel Conversion Services and Cameco Fuel Management.)

Bruce A Restart

One of Bruce Powers key initiatives is the restart of two of the four laid-up
units of the Bruce A station (Units 3 and 4), which is planned for 2003. Once
back in service, they are expected to have a combined net generating capacity
of about 1,500 megawatts. Bruce Power currently has no plans to restart the
other two Bruce A units. The project costs to restart Units 3 and 4 of the Bruce A station in 2002 were
estimated to be $400 million. This estimate is under review by Bruce Power and Cameco expects the estimated project
costs to increase materially.

A number of hearings have been held by the CNSC as an integral part of the
relicensing process. The first held on December 12, 2002 was for consideration
of the Environmental Assessment and led to the CNSC accepting that the restart
is not likely to cause significant adverse environmental impacts. This was an
essential step to allow licence amendment. After their acceptance, the CNSC
allowed a designated officer to approve the start of refuelling on January 13,
staff certifications were issued by the CNSC on January 14, and fuelling
commenced on Unit 4 on January 15. Refuelling of Unit 4 was
completed as planned. Refuelling of Unit 3 is commencing.

The next hearing was a part of a two-stage process with dates of January 12 and
February 26. The Commission Member Document presented in January defined the
CNSC requirements that must be satisfied before operation of the two units at
power will be allowed. On April 4, 2003 Bruce Power announced that the CNSC had
accepted a recommendation from its staff to amend Bruce Powers operating
licence to restart Bruce A Units 3 and 4. This decision means Bruce Power can
remove reactors from their current guaranteed shutdown state once an officer
designated by the CNSC is satisfied the Units are ready to operate at full
power. The actual restart dates will be driven by a variety of factors,
including the actual levels of work execution in the field, which in turn can
be impacted by the timely availability of materials and resources, and the
success in the overall management of a project of this scope and complexity.

Ontario Deregulation

The electricity market in the province of Ontario opened (Market Opening) to
full competition on May 1, 2002.
In order to create a competitive market after Market Opening, the Ontario
government approved a framework, known as the market power mitigation
framework, to ensure an orderly and gradual transition to an industry structure
in which OPGs share of generating capacity available to the Ontario market is
substantially reduced.

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OPGs decontrol targets are specified in terms of Tier 1 and Tier 2 capacity.
Tier 1 capacity is defined as all nuclear and hydroelectric generation in
Ontario. Tier 2 capacity is defined as that portion of Ontarios generation
capacity,
including fossil generation, inter-tie capacity and demand-side bidding, that
is not part of Tier 1 capacity. Within 42 months after May 1, 2002, OPG is
required to reduce its share of in-service Tier 2 generating capacity through
transfer of effective control of a minimum of 4,000 MW of in-service Tier 2
capacity. At OPGs discretion, it may substitute the transfer of effective
control of up to 1,000 MW of hydroelectric power in place of an equivalent
amount of Tier 2 capacity. Within 10 years after May 1, 2002, OPG must reduce
its effective control of total Tier 1 and Tier 2 capacity to 35% or less of the
supply options in the Ontario market. Forty-two months following May 1, 2002, the
Ontario Energy Board (OEB) will review and publicly report on OPGs success
in attaining its decontrol target respecting Tier 2 capacity, as well as its
plans for meeting its 10 year decontrol target. In keeping with its decontrol
obligations, in May 2001 OPG leased the Bruce nuclear generating stations to
Bruce Power.

In the Ontario market, generators, wholesalers and suppliers, both inside and
outside Ontario, compete to sell electricity into the real time energy market
or spot market administered by an agency established by the Ontario government
called the Independent Electricity Market Operator (IMO). Both wholesale
market participants and retail customers have access to the electricity
supplier of their choice. Bruce Power earns revenue through medium- and
long-term contracts and spot market sales. Bruce Power uses risk management
activities, such as trading of electricity and related contracts, in order to
mitigate Bruce Powers exposure to volatile electricity prices.

In November 2002, the Government of Ontario introduced Bill 210 Electricity Pricing,
Conservation and Supply Act, 2002, reversing, in part, its decision to deregulate the electricity market.
The Bill became law on December 9, 2002. The new legislation and related regulations include the following key features:



| |  | Effective December 1, 2002 (but retroactive to Market Opening) and at least
until April 30, 2006, the price of electricity paid by low volume consumers (consumers using less than 150,000 kWh
annually, although this was subsequently increased to 250,000 kWh, as described below) and other designated consumers is fixed at
4.3¢/kWh;                                                                       
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | The rates of transmission and distribution and the fees for the operation of the IMO are
capped at current levels.                                                                                                                                                                                                                                                                                                   
| 
| |  | IMO market uplift charges to
distributors and low volume and designated consumers are capped at
0.62¢/kWh.                                                                                                                                                                                                                                                                                                           
| 
| |  | The Minister of Energy has been given increased power
including the ability to review market rules made by the IMO to ensure that the new rules
do not unduly and adversely affect the interests of consumers, with respect to prices or the
reliability or quality of electricity service. This Minister has also been given power to control
rates approved by the OEB and to require certain orders to be amended.
| 
| |  | Tax incentives are provided to promote conservation, use of alternate fuels and support
for clean energy production through a variety of mechanisms.                                                                                                                                                                                                                                                                 

On March 21, 2003, the Province announced a business protection plan for large
electricity consumers in Ontario. Under this plan, consumers using up to 250,000 kWh per year will be included in the fixed
price rate of 4.3¢/kWh retroactive to May 1, 2002. Except for certain designated customers, all consumers
using above 250,000 kWh per year will remain in the competitive wholesale and retail markets and receive rebates
under the terms of the existing market power mitigation agreement arrangements for the 12 months ending April 30, 2003.
Effective May 1, 2003, rebates to these customers will be fixed at 50% of the amount by which the average spot price in the IMO-administered
market exceeds 3.8¢/kWh, with rebates paid on a quarterly basis.

These regulatory changes have not had a direct impact on the price in the wholesale electricity
market into which Bruce Power sells its output. However, the volume of medium- and long-term transactions in the wholesale
electricity market has dramatically decreased and the regulatory changes have increased uncertainty for generators like Bruce Power.

Cameco Fuel Management

Cameco has overall responsibility to procure nuclear fuel for Bruce Power. This
includes the supply by Cameco of all uranium concentrates and UO2 conversion
services required for the Bruce nuclear generating stations, making Bruce Power
a significant customer for Camecos core products. The four Bruce B units are
expected to use at least 1 million pounds of U3O8 and 400 tonnes of natural UO2
conversion services each year. Volumes will increase by approximately 50% once
the two Bruce A units are restarted.

In late 2001, on behalf of Bruce Power, Cameco negotiated a fuel manufacturing
services agreement with Zircatec Precision Industries Inc. (ZPI) covering all
of Bruce Powers fuel manufacturing requirements through the initial lease
period. Under the arrangement, ZPI will manufacture UO2 provided by Cameco
into finished nuclear fuel bundles for Bruce Power.

Bruce Power is also pursuing the use of SEU as part of its power uprate project
for the four Bruce B units. Cameco is working with Bruce Power, ZPI and
others in the development of SEU. Cameco does not expect Bruce Powers use of
SEU will have a significant impact on the volume of U3O8 and natural UO2
conversion services sold to Bruce Power. (see Uranium Fuel Conversion
Services)

OPG Services to Bruce Power

As part of the OPG-Bruce Power transaction, OPG agreed to provide certain
services to Bruce Power. Some of these services are required in order for Bruce
Power to comply with terms of its CNSC operating licences. The material
short-term OPG services include: nuclear operating support services and steam
generation and fuel channel inspection and maintenance services. The initial
term of these service arrangements expires December 31, 2003 and thereafter
they may be terminated upon 12 months prior notice by either Bruce Power or
OPG. The material long-term OPG services include services relating to the
supply, delivery and processing of heavy water for use in the Bruce nuclear
units, low level and intermediate waste storage and disposal services, and
collection and storage of used fuel bundles generated from the operation of the
Bruce nuclear units as further described in Nuclear Waste Management and
Decommissioning.

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Nuclear Waste Management and Decommissioning

As they operate, the Bruce nuclear units generate:



| |  | used nuclear fuel bundles (high-level radioactive waste);                                                                                                                                                                                                                
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | other material that has come in close contact with reactors but is less
radioactive than used nuclear fuel bundles, such as ion exchange resins
and other structural material and reactor equipment, including pressure
tubes (intermediate-level radioactive waste); and
| 
| |  | material used in connection with station operation that is not highly
radioactive (low-level radioactive waste).                                                                                                                                                         

Used nuclear fuel bundles from the Bruce reactors are temporarily stored in
water-filled pools (wet bays) at the Bruce nuclear stations for a cooling
off period of at least ten years during which their radioactivity
substantially decreases. As the Bruce B wet bays will become full in 2003,
OPG has constructed a dry storage facility at its radioactive waste operations
site that is located on a part of the Bruce site not leased to Bruce Power.
After the cooling off period, used nuclear fuel bundles will be transferred to
above ground concrete canisters at OPGs dry storage facility. In-station
modifications to the Bruce B wet bays to support the loading of used nuclear
fuel bundles into dry storage containers were completed by Bruce Power in
2002. When originally constructed, the wet bays at Bruce A and B had
sufficient capacity to store used nuclear fuel bundles for up to 15 to 20 years
of operation.

Bruce Power pays OPG a fee for OPG to assume title to the used nuclear fuel
bundles discharged from the Bruce reactors during the lease period. OPG
retains title to all used fuel bundles stored in the wet bays before May 11,
2001. No later than April 2003, OPG is required to commence collection of used
nuclear fuel bundles stored in the wet bays for transport to and storage at its
dry storage facility at the Bruce site. These shipments have now commenced.
While the used nuclear fuel bundles are contained in wet bays, Bruce Power is
responsible for their management.

During the term of the lease, OPG has also agreed to take title to, store and
dispose of all of Bruce Powers low and intermediate-level radioactive waste at
OPGs radioactive waste management facility at the Bruce site. OPG retains
title to all low and intermediate-level radioactive waste generated before May
11, 2001.

Under the lease agreement, OPG, as the owner of the Bruce nuclear plants, is
responsible for decommissioning of the eight Bruce nuclear units and for
funding and meeting other requirements relating thereto that the CNSC may
require of Bruce Power as licensed operator of the Bruce nuclear plants. OPG
is also responsible to manage radioactive waste associated with decommissioning
of the Bruce nuclear plants.

There is no facility in Canada for the permanent disposal of used nuclear fuel.
Bill C-27, the Nuclear Fuel Waste Act, implementing the federal governments
nuclear fuel waste management strategy, received Royal Assent on June 13, 2002.
Under this legislation, owners of used nuclear fuel in Canada are required to
establish an organization, as a separate legal entity, with a mandate to manage
and co-ordinate the full range of activities relating to the long-term
management of used nuclear fuel. The organization is to report regularly to the
federal government and to make recommendations on long-term management of used
nuclear fuel. The legislation also required the owners of used nuclear fuel,
including OPG, to establish a trust fund with a Canadian financial institution
and make specified deposits. As OPG is the owner of the used nuclear fuel
bundles discharged from the Bruce units, it, not Bruce Power, is subject to the
financial contribution requirements of this legislation.

Regulatory Affairs

The federal government under the Canadian Nuclear Safety and Control Act
regulates Bruce Powers nuclear operations. (see Government
Regulation-Canadian Uranium Industry Regulation). In addition, Bruce Power is
subject to the Nuclear Liability Act (NLA).

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All of the construction, equipment, safety systems and operating limits for the
Bruce nuclear generation stations are subject to regulation by the CNSC under
the Canadian Nuclear Safety and Control Act. Bruce Power is required to
regularly report to the CNSC, which monitors the safety performance of the
Bruce nuclear generating stations. On
May 9, 2001, Bruce Power received a licence to operate the Bruce B nuclear
units and a licence to operate Bruce A nuclear units (but only in a laid up
condition), which licences took effect on May 11, 2001. These licences expire
on October 31, 2003. On April 4, 2003, Bruce Power announced that the CNSC had
accepted a recommendation from its staff to amend Bruce Powers operating licence to restart
Bruce A Units 3 and 4. This decision means Bruce Power can remove the reactors from their
current guaranteed shutdown state once an officer designated by the CNSC is satisfied the Units
are ready to operate at full power.

The NLA requires operators of nuclear generating facilities to purchase nuclear
liability insurance from the Nuclear Liability Association of Canada in amounts
specified in the NLA. Currently, the NLA requires the operator of nuclear
stations to maintain, for each of its nuclear stations, insurance up to a limit
of $75 million for liability imposed under the NLA. Under Part I of the NLA, an
operator is strictly liable for any damage to property of, or personal injury
to, the public arising from a nuclear incident (as defined in the NLA), other
than damage resulting from sabotage or acts of war. If in the opinion of the
Governor in Council, an operators liability could exceed $75
million in respect of a nuclear incident, or it would be in the public interest
to do so, the Governor in Council would proclaim Part II of the NLA in effect.
Under Part II of the NLA, an operators liability would effectively be limited
to the amount of such insurance and the Governor in Council may authorize funds
to be paid by the federal government for claims in excess of that amount. The
NLA is currently under review and this review could require an increase in
insurance coverage that Bruce Power must obtain.

Nuclear Generation  Risk Factors

Cameco has forecast that Bruce Power will contribute significantly to Camecos
earnings beginning in 2003. However, the following information, known to the
Company, pertaining to the outlook and conditions applicable to Bruce Power,
could have a material impact on this contribution. This information, by its
nature, is not all-inclusive. It is not a guarantee that other factors will not
affect Bruce Power and, as a consequence, Cameco. This discussion should be
read in conjunction with material in other sections of this Annual Information
Form, including Managements Discussion and Analysis. (Appendix B)

Restructuring of Ontarios Electricity Industry

The government of Ontario retains the overall power to regulate and further
restructure Ontarios electricity industry. Ontarios electricity market
opened to competition May 1, 2002 with the introduction of competition in both
the wholesale and retail markets in Ontario. However, the Ontario government in November 2002 and
March 2003, as described in Ontario Deregulation, announced regulatory changes
reversing, in part, its decision to deregulate the electricity market. The regulatory
authorities responsible for the structuring, development and operation of the
new Ontario electricity market, the IMO and OEB, and many of the incumbent
participants in the Ontario market, including Bruce Power, have little or
no operating experience in a competitive electricity marketplace. Accordingly,
it is possible that further changes in the structure of electricity industry
may be necessitated based on the experience of regulatory authorities and
market participants in the new competitive environment. These changes may be
accomplished either through fundamental changes by the government of Ontario to
the structure of the Ontario electricity industry, or through changes made by
the IMO to the market rules. In addition, it is difficult to predict the
effect of these changing market and regulatory conditions on Bruce Powers
business, results of operations, financial position or prospects.

In certain jurisdictions where the energy marketplace has been opened to
competition, factors such as energy price volatility and episodes of supply
shortages have prompted a re-examination of the market framework by
governments, regulatory authorities and consumer groups. An example is the
November 2002 announcement by the Ontario government of the price cap of 4.3
cents per kilowatt-hour for certain participants in the retail electricity
market. Political, regulatory and consumer responses to the competitive
wholesale and retail electricity markets in Ontario and the possible
development of a trend toward re-regulation in the North American electricity industry, could have a material
adverse effect on Bruce Powers business, results of operations, financial
position or prospects.

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Government Regulation

Bruce Powers operations are subject to extensive government regulation that
may change from time to time. Matters that are subject to regulation include
nuclear operations (including regulation pursuant to Nuclear Safety and Control
Act (Canada), the NLA and the Emergency Plans Act (Ontario)), nuclear waste
management and decommissioning and environmental matters including air
emissions. Operations that are not currently regulated may become subject to
regulation. Because legal requirements are frequently changed and are subject
to
interpretation, Bruce Power is unable to predict the ultimate cost of
compliance with these requirements or their effect on operations. Some of
Bruce Powers operations are regulated by government agencies that exercise
discretionary powers conferred by statute. Because the scope of such authority
is uncertain and may be inconsistently applied, Bruce Power is unable to
predict the ultimate cost of compliance with these requirements or their effect
on operations. Due to, among other things, inadequate safety margins, the CNSC has the power to limit the
output from or order the shutdown of one or more of the Bruce A and B
units and to impose additional onerous licence conditions on Bruce Power.

Bruce A Restart

There can be no assurance that the designated CNSC staff officer will authorize Bruce Power to proceed
with the restart of two Bruce A reactors on a timely basis or at all. The regulatory approval process, construction
delays, or other factors, may delay the restart of one or both of the Bruce A
reactors. A delay in the restart of one or both of the Bruce A reactors
could have a material adverse effect on Bruce Power and, as result, Cameco.

Nuclear Operations

Bruce Power is subject to extensive federal regulation with respect to its
nuclear operations. Bruce Powers failure to comply with such regulation could
have a material adverse effect on Bruce Power.

Risks of substantial liability, as well as the potential for significant
increased costs of operations, arise from the management and operation of
nuclear generating stations, including, among other things, from structural
problems, increasing security requirements to cover factors such as physical
security threats, equipment malfunctions, and the storage, handling and
disposal of radioactive materials. Bruce Power has implemented risk management
strategies, but there can be no assurance that such risks can be minimized or
eliminated. An accident at a nuclear installation anywhere in the world or other reasons could
cause the CNSC to limit the operation or licensing of the Bruce nuclear
generation stations.

OPG undertook a testing and inspection program to ascertain the physical
condition of its nuclear generating stations. Under the OPG-Bruce Power lease
arrangement, Bruce Power has continued that program for the Bruce nuclear
generating stations by contracting with OPG for the supply of steam generation,
fuel channel and other inspection services. As a result of this program, OPG
identified equipment life cycle issues, such as steam generator tube corrosion,
feeder pipe wall thinning and pressure tube/calandria tube contact. Cameco
understands these conditions were anticipated in the design but that experience
has shown that the rate of degradation is higher than anticipated. In addition,
no nuclear generating station utilizing CANDU technology has yet completed a
full life cycle. There can be no assurance that Bruce Power will not have to
incur significant capital expenditures for repairs or replacements in addition
to those currently contemplated. To address these issues, Bruce Power may need
to increase preventative maintenance programs and allow for more outage time (a
period when a nuclear reactor is not operating) than currently planned. Such
additional repairs, replacements and longer outage times could have a material
adverse effect on Bruce Power.

The occurrence of any of these events could adversely effect Bruce Powers
expected contribution to Camecos financial results.

Reliance Upon Single Contractors

Bruce Power is dependent upon OPG for certain nuclear support services, Cameco
for U3O8 supply and UO2 conversion services, and ZPI for fuel manufacturing
services. Reliance by Bruce Power on a single contractor for each of these services is a supply security risk. Failure of any
of these suppliers to provide services of adequate quality or in a timely
manner, or, in the case of OPG, to agree to extend the term of short-term
material service agreements, could have a material adverse effect on Bruce
Power and, as a result, Bruce Powers expected contribution to Camecos
financial results.

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Nuclear Waste Management and Decommissioning

Bruce Power is subject to extensive federal regulation with respect to nuclear
waste management. Failure to comply with such regulation could lead to
prosecution and could subject Bruce Power to fines and other penalties,
including the revocation of operating licences for its nuclear generation
facilities. Any release of radioactive material beyond
prescribed limits from property leased or occupied by Bruce Power could lead to
governmental orders requiring investigation, control and/or remediation of such
release and could also lead to claims from third parties for harm caused by
such release. Bruce Power incurs substantial costs for nuclear waste management
and changes in federal regulation could result in additional costs that could
have a material adverse effect on Bruce Power.

The wet bays at Bruce A and B have limited capacity to store used nuclear
fuel. As required by contract with Bruce Power, OPG has commenced collection of used fuel bundles stored in the wet bays for transport to and
storage at OPGs dry storage facility at the Bruce site. OPG has title to all
used nuclear fuel bundles in the wet bays. Failure of OPG to continue
to provide
collection services of adequate quality or in a timely manner or problems
associated with the instation modifications to the Bruce B wet bays to
support the loading of used nuclear fuel bundles into dry storage containers,
could have a material adverse effect on Bruce Power.

The occurrence of any of these events could adversely effect Bruce Powers
expected contribution to Camecos financial results.

Competition

Since Market Opening and the subsequent regulation of the retail electricity
market, wholesale prices have been volatile. Increased competition from the
restart of other wholesale generation at the Pickering nuclear station and from
new construction may result in lower wholesale electricity prices. Cameco
believes Bruce Powers ability to compete depends upon many factors within and
outside its control. There can be no assurance that Bruce Power will be able to
compete successfully or that competitive pressure will not have a material
adverse effect on Bruce Power and, as result, Bruce Powers expected
contribution to Camecos financial results.

Reliance Upon Transmission Systems

Bruce Powers ability to sell electricity depends on the capacity and
reliability of the Ontario electricity transmission system operated by Hydro
One under the direction of the IMO and regulated by the OEB. Accordingly, the
success of Bruce Powers business is dependent upon Hydro Ones operating
performance and financial stability, as well as the provincial regulation of
Ontarios electricity transmission system. The lack of adequate and reliable
electricity transmission capacity would have a material adverse effect on
Bruce Power and, as a result, Bruce Powers expected contribution to Camecos
financial results.

Effects of Weather

By the nature of its business, Bruce Powers earnings are sensitive to weather
variations from time to time. Variations in winter weather affect the demand
for electrical heating requirements. Variations in summer weather affect the
demand for electrical cooling requirements.

Credit Risk

Credit risk is the risk of non-performance by contractual counterparties with
respect to payment for services provided. A significant portion of Bruce
Powers revenues are derived from sales through the IMO-administered spot
market. Participants in the IMO spot market must meet IMO-mandated standards
for creditworthiness with the result that Bruce Powers risk for these sales
should be effectively managed. To the extent that the credit support provided
by purchasers of power to the IMO is inadequate, all market participants are
responsible for any shortfall in proportion to their market activity.

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A significant portion of Bruce Powers revenues are derived from the sale of
electricity under medium-term and long-term power purchase agreements. As a
result, Bruce Power is exposed to credit risk. The purchasers and Bruce Power
under such agreements must meet certain standards for creditworthiness and, in
certain circumstances, must supply financial assurances as security for
non-performance. The requirement of purchasers to provide financial assurances
should result in Bruce Powers credit risk for these sales being effectively
managed. To the extent that financial assurances provided by such purchasers
is inadequate, Bruce Power is subject to credit risk, the occurrence of which
could have a material adverse impact on Bruce Powers expected contribution to
Camecos financial results. Bruce Power is likewise obligated, in certain
circumstances, to provide financial assurances to such purchasers. Depending on
the circumstances, this may burden the credit capacity of Bruce Power and
Cameco. Cameco has committed to provide a certain amount of financial
assurances to Bruce Power.(see Overview  2003 Acquisition)

Spot Market Electricity Prices

A significant portion of Bruce Powers revenue is tied, either directly or
indirectly, to the spot market price for electricity in Ontario. The price of
wholesale electricity may vary depending on, among other variables: the
availability of generation and transmission systems, economic growth, economic
slowdown, seasonal and weather-based variations in electricity demand, the
plans and activities of other market participants, the evolution of newly
deregulated electricity markets, regulatory decisions in Ontario and
neighbouring jurisdictions (including
deregulation), the exchange rate for the Canadian dollar and wholesale market
trading rules, mechanisms for maintaining adequate generation reserves and the
level of competition. Although Bruce Power engages in risk management
activities, including trading of electricity and related contracts, to mitigate
these risks, there can be no assurance that these activities will be
successful. Electricity prices have proven to be extremely volatile at certain
times in certain markets.

THE GOLD BUSINESS

Overview

Camecos gold business consists primarily of mining operations and exploration,
which is managed by Cameco Gold Inc. (CGI). CGI, with its head office in
Toronto, Ontario, was established in 1996 as a wholly owned subsidiary of
Cameco.

Camecos material gold mining property is the Kumtor mine in the Kyrgyz
Republic. CGI subsidiaries have a one-third (1/3) interest in and operate the
Kumtor mine. In 2002, due to a pit wall collapse in July, the Kumtor mine
produced 528,550 ounces, compared to forecast production of 700,000 ounces.
Mining of higher-grade ore was postponed due to the pit wall failure and is
expected to resume in mid-2003 with the completion of the removal of pit wall
material.

In February 2003, Cameco and the Kyrgyz government agreed in principle to
restructure the Kumtor mine ownership. The proposed restructuring envisions
that a Cameco subsidiary would hold all of the common shares of KGC, the owner
of the Kumtor mine. The restructuring is contingent upon a number of factors
including further negotiations leading to final agreements acceptable to Cameco
and the Kyrgyz government, approvals by third party institutions and a fairness
opinion requested by the Kyrgyz government.

The Kyrgyz government has issued a decree directing various ministries and
agencies to examine all agreements and documents necessary to complete the
proposed restructuring and submit them to the government for review. During the same period, the Kyrgyz government will evaluate the
independent fairness opinion on the proposed restructuring.

The proposed restructuring currently contemplates an exchange of assets. A
Cameco subsidiary would receive KGC common shares without any further cash
investment by Cameco and in exchange the government would realize a more
predictable and secure revenue stream, obtain additional tax proceeds and
benefit from potentially higher gold prices through royalties. JSC
Kyrgyzaltyn, a company wholly owned by the Kyrgyz government, would continue to
participate in the management of the Kumtor mine.

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The restructuring proposal contemplates that the Kumtor mine would eventually
be part of a publicly traded gold company established by Cameco.

Boroo Gold Company LLC (BGC), a 54 % CGI indirect owned subsidiary, is
developing the Boroo mine in Mongolia. In 2002, CGI indirectly acquired its
interest in BGC when it acquired majority control of AGR. The project schedule
is under review and commercial production from the Boroo mine is not expected
until early 2004.

KGC and AGR hedge the price risk of future gold sales. As of December 31,
2002, KGC had in place forward and sales options on 769,400 ounces and AGR had
in place forward sales of 200,000 ounces. Combined these hedge positions, at
December 31, 2002, represent about 22% of their proven and probable reserves.
Camecos share of these hedge arrangements was 456,500 ounces, consisting of
371,500 ounces in forward contracts and a net position of 85,000 ounces in
collars (matched and puts and calls.) In the latter part of 2002, KGC actively
decreased its gold hedge position to take advantage of higher spot market
prices. As of December 31, 2002, approximately 45% of KGCs estimated gold production is hedged at an
expected price of approximately $307 (US) per ounce. Cameco will participate to
the extent unhedged in price movements. For example, if the price of gold
declines significantly, Cameco, through its indirect one-third share of
ownership of KGC, is exposed to a decline in earnings and a potential loss in
its gold business.

Increasing gold prices have the effect of increasing the credit support
required under hedge agreement obligations. Cameco has agreed to provide credit
support to gold hedge agreement counterparties to mitigate the potential of
default. At December 31, 2002, Camecos maximum financial exposure under these
support arrangements was $61 million (US). The mark-to-market loss on these
hedge positions amounted to $38 million (US) at December 31, 2002, based upon a
spot gold price of $347 (US).

CGI also explores for gold. During 2002, exploration was carried out in central
Canada, the western US and Central Asia. In 2003, CGI expects to focus its gold
exploration activities in Nevada, Mongolia and Central Asia.

In November 2002, CGI reported the discovery of high-grade gold mineralization
at its REN project in northern Nevada. Fourteen drill holes drilled over a
three-year period have returned high-grade intercepts, including assayed grades
ranging from 8.0 grams gold per tonne (g/t) over 28.9 meters to 55.2 g/t over
24.4 meters. Exploration results from five of the holes confirm that the
mineralization extends at least 200 meters in length. Mineralization occurs at
a depth of 700 meters to 900 meters below the surface. Further drilling is
required to define the extent of mineralization that remains open in three
directions. As preliminary exploration data, these results are not sufficient
to draw conclusions as to the economic significance of the mineralization.
CGI, through affiliates, is the operator and majority owner (62.14%) of the REN
project.

Camecos goal is to obtain recognition for the considerable value generated by
Camecos past investments in gold and their future prospects. To achieve this,
Cameco plans to consolidate its gold assets. Following the recent rise in gold
prices, the evaluation of available options for asset consolidation has taken
longer than previously anticipated. In the meantime, Cameco will continue to
manage its gold assets to increase their value to Cameco shareholders.

Kumtor  Gold Producing Property

The Kumtor gold deposit is located in the Kyrgyz Republic. In 1992, Cameco and
the Government of the Kyrgyz Republic entered into an agreement to evaluate and
develop the Kumtor gold deposit. Cameco, through its wholly owned subsidiaries
CGI and Kumtor Mountain Company (KMC), holds a 33 1/3%
interest in the operation through its interest in the Kyrgyz joint venture
company, KGC. Cameco acquired its interest from the Kyrgyz Republic which,
through JSC Kyrgyzaltyn (formerly the State Concern Kyrgyzalytn), holds the
other 66 2/3% interest in KGC. Kumtor Operating Company (KOC), a wholly
owned subsidiary of CGI, acts as operator of the joint venture for which it
receives a management fee. The mineral reserve and resource estimates for
Kumtor are found at The Gold Business-Reserves and Resources.

Based upon December 31, 2002 reserve estimates for Kumtor (100% basis), Cameco
expects that the Kumtor deposit will be depleted no earlier than 2008. Cameco
received payback of its capital invested in 2002.

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Property Description and Environment

KGC has exclusive mineral rights over an area of approximately 800 hectares of
land centered on the Kumtor deposit. In addition, the joint venture has
secured surface rights over an area of approximately 10,000 hectares in the
vicinity of the Kumtor deposit. This is referred to as the Mining Lease
Territory and provides the joint venture with sufficient surface area for the
plant, tailings disposal area and all other facilities supporting the mining
operation, ore processing and waste rock disposal. The term of KGCs mineral
and surface rights for the Kumtor deposit extend beyond 2008, the year when
mining is expected to be completed. KGC has all necessary material permits to
conduct mining and milling operations at Kumtor. All mineral resources and
reserves are part of the Kumtor gold deposit that has been mined by open pit
since 1997.

KGC has committed to operate the Kumtor mine in accordance with Canadian,
Saskatchewan and applicable Kyrgyz laws and regulations and the Environment
Action Plan (EMAP) for the mine as well as sound international mining
practices.

KGC estimates its future decommissioning and reclamation costs for the Kumtor
mine to be $20.4 million (US) in current dollars. These estimates were last
reviewed by KGC technical personnel in 1999 and are intended to be updated in
the future as required. In 1998, a reclamation trust fund (the fund) was
established to cover the future costs of reclamation, net of expected salvage
value which was estimated, in 1999, at $14.9 million (US). In order to fund the
remaining $5.5 million (US), contributions are made to the fund over the life
of the mine on a unit of production method. At December 31, 2002, the balance
in the fund was $3.5 million (US), with the remaining $2.2 million (US) to be
contributed over the life of the mine.

The site consists of an open pit mine situated at approximately 4,000 metres
above sea level along the northwestern slopes of the Akshirak Ridge in the
interior of the Tien-Shan Mountains. The mine includes waste and ore stockpile
areas as well as an area to dispose of the ice stripped from the top of the
deposit. There is a crusher and a mill. Other major facilities include a
fresh water system, a camp/residence for the employees on site, a warehouse,
shops, offices, a batch plant, two standby diesel generators, and a tailing
management facility (TMF). An airstrip is 6 kilometres northwest of the open
pit.

The TMF is located in the Kumtor river valley. Tails are deposited in this
facility via a seven-kilometre pipeline from the mill. In 2001, an additional
pipeline was added, twinning the existing one. The tailings dam was designed
and constructed to address the permafrost conditions at the minesite. Stored
behind the tailings dam are 18.9 million cubic metres of tailings sands and
process water. A series of diversion ditches prevent runoff and natural
watercourses from entering the tailings basin.

The TMF and the effluent treatment plant (ETP) were commissioned in 1999,
with government approval for the ETP obtained in June and for the TMF in
December 1999. There were 5.2 million cubic metres of
effluent treated and 5.3 million cubic metres of effluent discharged into the
environment during the summer of 2002.

Site accessibility, infrastructure and physiography

The site is located near the headwaters of the Kumtor River. It is accessible
by an all-weather road constructed in the Ara-Bel-Su valley. Employees are
bussed to the mine site from Bishkek and the Issyk-Kul region. Supplies are
transported by rail up to Balykchy at the west end of Issyk-Kul Lake and then
trucked to the minesite. The industrial and potable fresh water is pumped from
Petrov Lake, approximately five kilometres northeast of the mill site. The
glacial lake has sufficient water available year around to supply all the
anticipated need of the operations. The site is connected to the power grid of
the Kyrgyz Republic. Most employees are native to Kyrgyzstan.

The terrain is alpine glaciated with broad flat valleys and moraine mounds
along the valley walls. The climate is continental in a zone of permafrost and
active glaciers. Vegetation is predominant on the valley floors and sparse on
the elevated benches and mountain slopes. Despite cold winter conditions,
Kumtor is a 365 day-per-year operation.

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History and Financing

Although the Kumtor area has a history of intermittent exploration dating to
the late 1920s, the actual discovery of the deposit was made in the summer of
1978 in the course of a general survey. Intensive exploration, adit sampling,
drilling and geological interpretation work took place between 1979 and 1989.
In 1992, Cameco and the government of the Kyrgyz Republic entered into an
agreement to evaluate and develop the deposit. KOC retained Kilborn Western
Inc. to prepare a feasibility study which was submitted in November 1993.

Construction and development began in 1994 and was completed in early 1997 at a
cost of approximately $450 million (US). Commercial production commenced on
May 1, 1997 and more than 502,000 ounces were produced during that year.

As an equity investment, Cameco provided the first $45 million (US) of
development costs for the project. Additionally, Cameco provided a $107 million
(US) subordinated loan to KGC, $61 million (US) of which was outstanding at
December 31, 2002.

A consortium of financial institutions advanced $285 million (US) in senior and
subordinated loans to the project (the third party loans). The third party
loans consisted of a senior debt component of $265 million (US) and a third
party subordinated debt component of $20 million (US). As of December 31, 2002,
payments of $191 million (US) on the senior debt had been made and $77 million
(US) of senior debt (US) and $20 million (US) of subordinated third party debt
was outstanding.

In April 2002, KGCs senior loan was restructured and resulted in the extension
of the term of repayment to June 1, 2006 and the replacement of non-commercial
lenders as senior lenders. In November 2002, the senior lenders agreed to defer
December 2002 and June 2003 semi-annual principal payments until the period
December 2004 to June 2006. An offshore debt reserve account and the shares of
KGC secure the senior debt.

The third party loans are a direct obligation of KGC. However, under the terms
of the financing agreements, Cameco has agreed to guarantee the payment of all
amounts of principal and interest that become due in respect of the senior
debt. Cameco has purchased political risk insurance that entitles it to seek
full reimbursement from the insurers if Cameco is required to pay on the
guarantee due to a political risk event in the Kyrgyz Republic. Cameco has also
purchased political risk insurance that covers 90% of the carrying value of its
subordinated loan to KGC and 90% of the carrying value of its equity
contribution to the project.

In May 1998, a truck accident in Kyrgyzstan resulted in a spill of
approximately 1,760 kilograms of sodium cyanide into a small river. The truck
was en route to the Kumtor gold mine. Following the accident, a scientific
commission of international experts was assembled to assess the impact. The
commission released its report to the public in September 1998 and, among other
things, concluded that no one died as a result of the spill, that, based on
reported cases within the first 72 hours, up to 16 cases of cyanide exposure
could have occurred, although none of these has
been confirmed and no medical evidence has yet been supplied to support these
cases as being cyanide related and that none of these potential cases were
likely to experience long term effects. Despite the finding of the
international experts, a separate commission established by the prime minister
of Kyrgyzstan determined that damages as a result of the accident amounted to
$4.6 million (US). Subsequently, KGC reached a formal settlement agreement
with the government of Kyrgyzstan. In January 1999, the settlement agreement
was submitted to a tribunal of the American Arbitration Association which
reviewed the terms of settlement and confirmed them as fair and reasonable.
Mine operations were not disturbed by the accident.

This incident resulted in extensive review of the Emergency Response Plan
(ERP) by local authorities, agency lenders and KOC. A revised plan took
effect December 1999. The Kumtor site operated, from 2000 through 2002,
without an incident necessitating implementation of the ERP.

Geology and Mineralization

Two major fault zones delineate the local structural setting of the Kumtor
area. The first structure is the Nikolaev Lineament which marks the boundary
between the rocks affected by the Caledonian orogen to the west and by the
Hercynian orogen. The Kumtor Fault zone, which is parallel to and east of the
lineament with a traced strike length of more than 50 kilometres and variable
widths up to 400 metres, is the second major structural setting.

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The Kumtor deposit is in the zone of sheared, brecciated and hydrothermally
altered Precambrian metasediments just south and sub parallel to the Kumtor
Fault zone. The southeast dipping zone of alteration and mineralization has a
strike length of 1,250 metres, near surface widths up to 400 metres and depths
up to 1,000 metres.

Exploration, Sampling and Analysis

The exploration work, performed by predecessors of KGC, resulted in the
collection of 69,775 samples of which 37,075 were channel samples. The
trenches provided 7,250 samples and adits one, two and four provided 14,300,
10,665 and 4,860 samples respectively. The drill core samples totaled 32,700.
A total of 22,100 channel samples and 16,900 core samples were used in the
evaluation of the reserves by the Soviets.

The results of the investigative work were compiled in a geological report
titled Results of Detailed Exploration of the Kumtor Gold Deposit issued in
1989. This report included the evaluation of the reserves. It was prepared by
the Ministry of Geology of the Union of Soviet Socialist Republics (USSR) and
approved by the General Director of Kyrgyz Geology and the Deputy General
Director, Chief Geologist of Kyrgyz Geology in his capacity as head of the
Uchkoshkon Geological Expedition.

Late in 1992, Kilborn Western Inc. was commissioned to prepare a feasibility
study to evaluate and develop the Kumtor deposit. An integral part of the
evaluation process was data validation comprising assaying of the original
sample rejects, recalculation of the reserves and resources, underground
geological and geotechnical remapping and
resampling of parts of the higher mineralization grade zones and process
testwork of original and fresh metallurgical
samples. The recalculation of the reserves and the resources were carried out
by Geostat Systems International based on geostatistical methods employing
three-dimensional block modelling and kriging to the 3,668 metres elevation in
the deposit.

In 1998-1999, additional drilling was carried out by KOC in the planned open
pit area as well as at depth to evaluate certain areas of the orebody. Some 67
holes were drilled, assayed with additional check sampling and incorporated
into the original data bank.

Camecos mining resources department and KOC personnel conducted a
reinterpretation of the orebody and a new reserve model was created, providing
the base for a new life-of-mine plan. This reserve model is regularly compared
to the actual mine production. After more than five years of mining, the
number of mined ounces is consistent with expectations based upon the new
model.

In 2002, additional drilling was carried out by KOC in the planned open pit
area to further evaluate the orebody. Drilling was also performed in the
Southwest Zone and Sarytor exploration areas. In the present open pit area 10
holes were drilled totaling 2,119 metres, assayed with additional check
sampling and incorporated into the original databank. In the Southwest Zone and
Sarytor exploration areas, a total of 50 holes were drilled, totaling 9,292
metres, assayed with additional check sampling and incorporated into the
original exploration databank.

KOC has developed and implemented procedures for quality control, data
verification and sampling which it believes will assure the integrity of
information resulting from its drilling activities at Kumtor.

Mining

The Kumtor deposit is developed using conventional open pit mining methods.
Initially, part of the orebody was overlaid by a glacial icecap 10-30 metres
thick. This icecap was removed during the first three years of operation. Now
mining is focused on ore extraction and removal of the surrounding waste rock.
Operations began at the 4,300 metre elevation in 1996. Presently, mining is
conducted between the 4,100 and 3,950 metre elevations.

Total mine production in 2002 was 19.7 million bank cubic metres, a 6.3%
increase over the previous year. Ore is delivered to the mill at a nominal
rate of 15,500 tonnes per day. The average strip ratio is 11:1, requiring an
average mining rate of 185,000 tonnes per day. The mill feed grade in 2002 was
approximately 3.71 grams per tonne, significantly lower than the 5.10 grams per
tonne delivered to the mill in 2001. (see 2002 Pit Wall Failure)

Mining benches are 8 metres in height with 3 to 4 benches under development at
any given time. Drilling is performed by six rotary-percussion blasthole drill
rigs. Holes are drilled on a nominal 5.5 metre x 5.5 metre pattern. 400-500
holes are shot daily using bulk ANFO and emulsion explosives.

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Six hydraulic shovels and four front-end loaders load a fleet of twenty-seven
haul trucks. The location of the ore and waste rock is determined by assaying
drillhole cuttings. Boundaries between material-types are surveyed in and
digging is supervised by KGC engineering staff to ensure that ore and waste
rock are separated correctly. All mine equipment is monitored by a
computer-controlled dispatch system.

Milling

The Kumtor mill consists of a nominal 15,500 tonne per day conventional plant,
using pyrite flotation and carbon in-leach (CIL) in the process where both the
reground pyrite concentrate and the flotation tails are leached in separate
circuits. The grinding circuit consists of a semiautogenous mill, a pebble
crusher, a ball mill and a regrind mill. High rate thickeners reclaim as much
water as possible from the flotation concentrate, flotation tails feed,
reground flotation concentrate CIL feed and final tails. In 2002, gold
recoveries declined to 78.13% from 83.1% in 2001 due to the processing of
stockpiled, lower grade ore. The pit wall failure prevented access to the
higher grade that was scheduled for mining and milling in 2002. (see 2002 Pit
Wall Failure)

In 2002, 528,550 ounces of gold were poured compared to 752,000 ounces in 2001.
Gold production is expected to increase to about 670,000 ounces in 2003.
Approximately 3,709,000 ounces of gold have been poured from startup in 1997
until December 31, 2002. All economic ore is forecast to be milled by 2008.

The cash cost per ounce in 2002 was approximately $216 (US) calculated in
accordance with the standards of The Gold Institute. The cash cost per ounce
in 2001 was $142 (US). The higher costs are related to the processing of lower
grade ore due to the pit wall failure. (see 2002 Pit Wall Failure)

2002 Pit Wall Failure

On July 8, 2002, a pit wall failure occurred at the Kumtor mine, resulting in
the temporary suspension of operations. Mine production resumed on July 15,
2002 in an area away from the pit wall failure. A Kyrgyz national employed by
KOC died as a result of a rockslide. The rockslide involved approximately 7.5
million tonnes of rock. The rock is expected to be removed by mid-2003 at a
projected cost of about $1 (US) per tonne. No gold reserves were believed lost
as a result of the rockslide. The three blast hole drills were covered by the
slide. One was repaired and returned to service. The other two were damaged
beyond repair. Camecos 2002 net earnings were reduced by approximately $27
million as a result of the pit wall failure. No allowance was made in 2002 for
possible proceeds from insurance.

The pit wall failure resulted in a significant revision to the mining plan,
including the postponement of mining higher-grade ore. KGC has been milling
lower grade ore and achieving lower recovery rates. As a
result, gold production at Kumtor in 2002 was 528,550 ounces. Prior to the pit
wall failure, Kumtor was forecast to produce 700,000 ounces. Production at
Kumtor in 2003 is forecast to be 670,000 ounces.

Technical experts were assembled to assess pit wall stability in the rockslide
area as well as options for accessing this ore zone. The preliminary
information gathered was used to analyze and assess the revised pit wall slope
configurations and develop a revised mining plan. The revised mining plan
provides for greater stability and better access to high-grade ore. A
geotechnical drilling program was designed and initiated to provide further
information on the July rockslide. This information was also used to finalize
the design of the pit slopes for the revised mining plan. In addition,
revisions were made to the monitoring system and equipment to provide a good
degree of real time warning should there be further movement.

As a result of the incident, 200,000 ounces of Camecos share of Kumtor gold
hedges were rolled forward to future periods. Although this action will not
have a cash impact, such redesignation of hedge contracts reduced Camecos 2002
net earnings by $2 million (which reduction is included in the approximately
$27 million impact on Camecos net earnings mentioned above.)

Kumtor Resource and Reserve Estimates

The mineral reserve and resource estimates for Kumtor are found at The Gold
Business-Reserves and Resources. The key assumptions, parameters and methods
used in making these estimates are:

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|1. |  | Key Assumptions
|-- |  | ---------------



| |  |  | The reserves reported include allowances for dilution and mining recovery; and
| | - |  | ------------------------------------------------------------------------------
|
| |  |  | No such allowances are applied to mineral resources;                          



|2. |  | Key Parameters
|-- |  | --------------



| |  |  | gold values were obtained from assaying of surface trenches and underground working samples as well as from drill
hole cores;                                                      
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | cutting of high grade samples was established at 60 grams gold per tonne;                                                                                                          
|
| |  |  | density was measured on 200 samples and ranged from 2.51 to 3.23 tonnes per cubic metre. An average density of 2.85
tonnes per cubic metre is used for waste and mineralized rocks;
|
| |  |  | reserves at Kumtor are not only based on grades but also on the volume and location; and                                                                                           
|
| |  |  | reserves are calculating using a gold price of $300 (US) per ounce.                                                                                                                



|3. |  | Key Methods
|-- |  | -----------



| |  |  | The geological interpretation of the orebody outlines
was done on vertical sections 40 metres apart and on planviews at
24 metre spacing;          
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | A three-dimensional block model delineates the reserves
and resources;                                                                             
|
| |  |  | Estimates of the grade of blocks 10 metres x 10 metres
x 8 metres were obtained by ordinary kriging; and                                           
|
| |  |  | Reserves are defined as the economically mineable part
of the indicated and measured resources. Only reserves have
demonstrated economic viability.

Although Cameco believes Kumtor reserve and resource estimates are unlikely to
be materially affected by external factors, such as metallurgical, safety and
environmental, permitting, legal, title, taxation and political issues, there
can be no assurance that they will not be. There are numerous uncertainties
inherent in estimating mineral reserves and resources. The accuracy of any
reserve and resource estimation is the function of the quality of available
data and of engineering and geological interpretation and judgment. Results
from drillings, testing and production, as well as a material change in the
gold price, subsequent to the date of the estimate, may justify revisions of
such estimates.

Other Kumtor Information

All gold produced by the Kumtor mine is purchased by JSC Kyrgyzaltyn, the owner
of 66 2/3% of KGC, for reprocessing at its refinery in the Kyrgyz Republic. KGC
uses derivative financial instruments to mitigate the price risk on a portion
of future gold production. See Gold Business-Risk Factors-Votality and
Sensitivity to Prices.

The Kyrgyz tax regime applicable to the Kumtor operation is governed by an
agreement between Cameco, JSC Kyrgyzaltyn and the Kyrgyz government.

There are no material exploration or development activities planned for the
Kumtor operation.

Boroo  Gold Development Property

BGC, a 54 % CGI indirect owned subsidiary, is developing the Boroo mine in
Mongolia, with a planned annual production of 175,000 ounces.

On March 5, 2002, CGI acquired a 52% interest in AGR, a British Virgin Islands
company, for $12 million (US) cash and issuance of a $4.8 million (US)
promissory note. AGR indirectly owns 95% of BGC, a Mongolian entity. A
Mongolian entity indirectly owns the remaining 5% of BGC. BGC has the rights to
the Boroo gold deposit located in Mongolia.

Subsequent to the acquisition, CGI increased its interest in AGR to 56% by
financing and conducting $3 million (US) of further exploration on Boroo and
Gatsuurt. The promissory note was satisfied by CGI transferring to AGR 61% of a
subsidiary that owns 100% of Cameco Gold Mongolia LLC, which has rights to the
Gatsuurt exploration property in Mongolia.

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The Boroo open pit mine and mill is currently under construction, with a
planned annual production of 175,000 ounces (CGIs share is 54 %). The project
budget to reach commercial production is $63 million (US), an increase of of
$23 million (US) from the original estimate of $40 million (US). About half
the increase relates to change in the operating plan from a contractor-supplied
mine equipment fleet to one in which BGC purchases the fleet. The remainder of
the capital cost increase is due to improvements in the processing facilities.
About 40% of the capital budget was spent to the end of January 2003. A CGI
subsidiary is funding the construction of the Boroo open pit mine and mill
through a loan which bears interest at LIBOR plus 4%. The project schedule is
under review and commercial production is not expected until early 2004.

At December 31, 2002, AGRs hedge position was 200,000 ounces, which is
expected to yield an average price of approximately $315 (US) per ounce.

CGI estimates that the future decommissioning and reclamation costs for the
Boroo mine to be approximately
$3 million (US) in current dollars. Periodic contributions to an escrow
account are planned to cover this future liability.

A stability agreement has been entered into with Mongolian government. It
expires in 2013. Among other things, the stability agreement provides for:



| |  | a three-year income tax exemption from the commencement of production, a
20% income tax rate for the following three years and a 40% income tax
rate thereafter;                                                 
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | gold may be freely exported, without the application of value added tax or export charges;                                                                                                                       
| 
| |  | the payment of a 2.5% net smelter royalty to the Mongolian government;                                                                                                                                           
| 
| |  | any value added tax obligations may be offset against the royalty payable;                                                                                                                                       
| 
| |  | all proceeds resulting from gold sales may be deposited in an offshore
account, provided sufficient funds are deposited in a commercial bank in
Mongolia to cover fiscal obligations to the Mongolian government;
| 
| |  | Mongolian tax laws in effect in 1998 when the agreement was signed will
govern, unless laws more favorable take effect; and                                                                                      
| 
| |  | The Mongolian government may not expropriate BGC assets.                                                                                                                                                         

AGR intends to pursue political risk insurance for its investment in
Boroo.

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Reserves and Resources

Camecos gold reserves and resources are located in the Kyrgyz Republic and
Mongolia.

The following table shows Camecos share of the estimated gold reserves and
resources as at December 31, 2002:

|                         |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  |  |       |  | 
|------------------------ | ----------- |  | ---------- | --------- | ---- |  | ------- | ---- | ------ |  | ---------- | ---- |  |  | --------- | --------- |  |  | ----- |  | 
|                         |             |  |            |           | Gold |  |         |      |       
|                         |             |  |            |           |      |  | Total   |      | Mining
|                         |             |  | Tonnes     |           | g/t  |  | oz//ton |      | Ounces |  | Method (1)
|                         |             |  |            |           |      |  |         |      |        |  |           
|Reserves-Proven          |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  | 
|                         | Kumtor Gold |  |            | 8,173,000 |      |  |         | 4.29 |        |  |            | 0.13 |  |  |           | 1,127,000 |  |  | OP   
|Reserves-Probable        |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  | 
|                         | Boroo       |  |            | 5,015,000 |      |  |         | 3.76 |        |  |            | 0.11 |  |  |           | 606,000   |  |  | OP   
|                         | Kumtor Gold |  |            | 210,000   |      |  |         | 3.58 |        |  |            | 0.10 |  |  |           | 24,000    |  |  | OP   
|                         |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  |  |       | 
|Total Probable
Reserves  |             |  | 5,225,000  |           |      |  | 3.75    |      |        |  | 0.11       |      |  |  | 630,000   |           |  |  |       | 
|                         |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  |  |       | 
|Total Reserves           |             |  | 13,398,000 |           |      |  | 4.08    |      |        |  | 0.12       |      |  |  | 1,757,000 |           |  |  |       | 
|                         |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  |  |       | 
|Resources-Indicated      |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  | 
|                         | Boroo       |  |            | 3,758,000 |      |  |         | 1.95 |        |  |            | 0.06 |  |  |           | 236,000   |  |  | OP   
|Resources-Inferred       |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  | 
|                         | Boroo       |  |            | 2,792,000 |      |  |         | 3.67 |        |  |            | 0.11 |  |  |           | 326,000   |  |  | OP   
|                         | Kumtor Gold |  |            | 3,455,000 |      |  |         | 5.45 |        |  |            | 0.16 |  |  |           | 606,000   |  |  | OP&UG
|                         |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  |  |       | 
|Total Inferred
Resources |             |  | 6,247,000  |           |      |  | 4.64    |      |        |  | 0.14       |      |  |  | 932,000   |           |  |  |       | 
|                         |             |  |            |           |      |  |         |      |        |  |            |      |  |  |           |           |  |  |       | 



---

|(1) |  | Mining Method: OP-Open Pit, UG  Underground.
|--- |  | ---------------------------------------------

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Gold Reserve and Resource Reconciliation

The following reconciliation of Camecos share of gold reserves and resources
reflects the changes in gold reserves and resources during 2002. The 2002
additions and deletions at Kumtor result from mining and milling and additional
information provided by mining experience, drilling results analysis and
reclassifications. The addition of the reserves and resources at the Boroo mine
results from acquisition of an interest in AGR.

|                         |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|------------------------ |  | ------- | --------- | ------------- |  | ---------------- | -------- | - |  | ---- | -------- | ------ |  |  | --- |  |  |  | --------- | 
|                         |  |         |           |               |  | (in troy ounces) |          |   |  |      |          |        |  |  |     |  |  | 
|                         |  |         |           |               |  |                  |          |   |  | 2002 |          |        |  |  |     |  |  | 
|                         |  | Dec. 31 |           | 2002          |  | Addition         |          |   |  |      |          | Dec 31
|                         |  | 2001    |           | Throughput(1) |  | (Deletion)       |          |   |  |      |          | 2002  
|                         |  |         |           |               |  |                  |          |   |  |      |          |       
|Reserves-Proven          |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|Kumtor Gold              |  |         | 1,108,000 |               |  |                  | (221,000 | ) |  |      | 240,000  |        |  |  | (2) |  |  |  | 1,127,000 | 
|Reserves-Probable        |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|Boroo                    |  |         | 0         |               |  |                  |         |   |  |      | 606,000  |        |  |  | (3) |  |  |  | 606,000   | 
|Kumtor Gold              |  |         | 180,000   |               |  |                  |         |   |  |      | (156,000 | )      |  |  | (2) |  |  |  | 24,000    | 
|                         |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|Total Probable
Reserves  |  |         | 180,000   |               |  |                  | 0        |   |  |      | 450,000  |        |  |  |     |  |  |  | 630,000   | 
|                         |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|Total Reserves           |  |         | 1,288,000 |               |  |                  | (221,000 | ) |  |      | 690,000  |        |  |  |     |  |  |  | 1,757,000 | 
|                         |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|Resources-Indicated      |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|Boroo                    |  |         | 0         |               |  |                  |         |   |  |      | 236,000  |        |  |  | (3) |  |  |  | 236,000   | 
|Resources-Inferred       |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|Boroo                    |  |         | 0         |               |  |                  |         |   |  |      | 326,000  |        |  |  | (3) |  |  |  | 326,000   | 
|Kumtor Gold              |  |         | 743,000   |               |  |                  |         |   |  |      | (137,000 | )      |  |  | (2) |  |  |  | 606,000   | 
|                         |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 
|Total Inferred
Resources |  |         | 743,000   |               |  |                  | 0        |   |  |      | 189,000  |        |  |  |     |  |  |  | 932,000   | 
|                         |  |         |           |               |  |                  |          |   |  |      |          |        |  |  |     |  |  |  |           | 



---

|(1) |  | Corresponds to millfeed. The discrepancy
between the 2002 millfeed and Camecos share of 2002 ounces
produced is due to mill recovery and the processing
of low grade material.                                          
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Change in reserves or resources, as applicable, include reassessment of
geological data, results of information provided by mining and milling,
and subsequent re-classification of reserves or resources, as applicable.
|   
|(3) |  | Change in share ownership or acquisition or surrender of claims.                                                                                                                                                         

Legal Proceedings

An action was commenced during 1997 in a Canadian court by certain dependants
of nine persons against the Company, CGI, KOC and certain other parties seeking
damages, in the amount of $20,700,000 including punitive damages, plus interest
and costs in connection with the death of the said nine persons in a helicopter
accident in Kyrgyzstan on October 4, 1995. This action is being defended by
the insurers of the Company.

Regulatory Compliance

Pursuant to the financing agreements related to the Kumtor gold project, the
project participants agreed that all construction, development and, once in
operation, production activities related to the project must be conducted in
accordance with Canadian, Saskatchewan, and applicable Kyrgyz laws and
regulations and the accepted Environmental Management Action Plan for the
project as well as sound international mining practices. Modifications to the
original, pre-operational Environmental Management Action Plan have been
approved by appropriate external parties.

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Employees

KOC had approximately 107 expatriate and 1,450 national employees at December
31, 2002.

Risk Factors

The following information pertains to the outlook and conditions currently
known to the Company which could have a material impact on the financial
condition of the Company. This information, by its nature, is not all
inclusive. It is not a guarantee that other factors will not affect the
Company in the future. This discussion should be read in conjunction with
material in other sections of this Annual Information Form, including
Managements Discussion and Analysis (Appendix B) As the context requires for
the following information, the reference to Company or Cameco also includes
Camecos direct and indirect subsidiaries.

Volatility and Sensitivity to Gold Prices

The Companys share of revenue from its gold business is largely dependent on
the world market price of gold. The gold price is subject to volatile price
movements over time and is affected by numerous factors beyond the Companys
control. Such factors include, among others: global supply and demand;
central bank lending, sales and purchases; expectations for the future rate of
inflation; the level of interest rates; the strength of, and confidence in, the
US dollar; market speculative activities; and global or regional political and
economic events.

Fluctuation in gold prices is illustrated by the following table which sets
forth for the periods indicated the average closing gold prices in United
States dollars per ounce.

Average London PM Fix
(US$)

|            |  |      |     |      |  |      |     |      |  |      |     |      |  |      |     |      |  |      |     |      |  |  |     |  |  |  |     |  |  |  |     |  |  |  |     |  |  |  |     | 
|----------- |  | ---- | --- | ---- |  | ---- | --- | ---- |  | ---- | --- | ---- |  | ---- | --- | ---- |  | ---- | --- | ---- |  |  | --- |  |  |  | --- |  |  |  | --- |  |  |  | --- |  |  |  | --- | 
|            |  | 1993 |     | 1994 |  | 1995 |     | 1996 |  | 1997 |     | 1998 |  | 1999 |     | 2000 |  | 2001 |     | 2002
|            |  |      |     |      |  |      |     |      |  |      |     |      |  |      |     |      |  |      |     |     
|US$ Average |  |      | 360 |      |  |      | 384 |      |  |      | 384 |      |  |      | 388 |      |  |      | 331 |      |  |  | 294 |  |  |  | 279 |  |  |  | 279 |  |  |  | 271 |  |  |  | 310 | 

On March 3, 2003 the closing price of gold on the London market (PM Fix) was
$345 (US) per ounce.

If the market price for gold falls and remains below variable production costs
of a Cameco subsidiarys mining operations for a sustained period, losses may
be sustained and, under certain circumstances, there may be a curtailment or
suspension of some or all of mining activities. The Company would also have to
assess the economic impact of any sustained lower gold prices on recoverability
and, therefore, the cut off grade and level of its gold reserves and resources.
The Company would have to assess the impact of such an environment on any
outstanding guarantees related to its gold activities.

AGR and KGC hedge the price risk for future gold sales. AGR and KGC use
derivative financial instruments such as forward sales contracts and collars
(matched puts and calls) to mitigate the price risk on a portion of future gold
production. AGR and KGC uses these instruments for hedging purposes and do not
hold or issue derivative financial instruments for trading purposes. The mix
of instruments and the amounts change from time to time with changes in
pricing, market conditions and hedging strategies.

Cameco has agreed to provide credit support to KGCs and AGRs counterparties,
subject to stipulated per ounce limits, in order to mitigate the potential of
default by these companies. At year-end 2002, based upon the number of ounces
hedged and the stipulated per ounce limits, Cameco had a maximum financial
exposure under its support arrangements of $61 million (US). The
mark-to-market loss on these hedge positions amounted to $38 million (US) at
December 31, 2002, based upon a spot gold price of $347 (US). As the gold price
rises, Cameco may need to increase the stipulated per ounce limits. For a
summary of the Companys share of future gold sale and delivery commitments,
see Note 25 to the Consolidated Financial Statements of the Company for the
fiscal year ended December 31, 2002.

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The extent of future gold price hedging by AGR and KGC will depend upon its
assessment of gold market factors and other conditions. Although AGR and KGC
utilize hedging programs to mitigate the price risk on a portion of future gold
production, there can be no assurance that such programs will be successful.

Replacement of Reserves

The Kumtor mine is the Companys sole source of gold production, albeit
indirectly through its indirect 1/3 equity ownership of KGC. The Boroo deposit
is currently being developed by BGC and is expected to provide another source
of gold production for the Company. Unless other reserves are discovered or
extension to the existing orebodies are found, the Companys total gold
reserves will decrease as reserves at Kumtor and Boroo are depleted.

Decommissioning and Reclamation

KGCs decommissioning and reclamation plan for the Kumtor mine was last updated
in 1999. KGC estimates future decommissioning and reclamation costs to be
approximately $20 million (US). To cover this future liability, a reclamation
trust fund was established in 1998 to which contributions are made annually.
BGCs decommissioning and reclamation plan for the Boroo mine estimates future
decommissioning and reclamation costs to be approximately $3 million (US).
Periodic contributions to an escrow account are planned to cover this future
liability. It is not possible to predict what level of decommissioning and
reclamation (and financial assurances relating thereto) may be required in the
future by regulators.

COMMON RISK FACTORS  URANIUM AND GOLD

In addition to the risk factors referred to under Nuclear Business-Risk
Factors and Gold Business-Risk Factors, there are certain risks which are
generally applicable to both the uranium and gold mining industries, as
outlined in the following. The risks discussed here are not all inclusive. No
guarantee is provided that other factors will not affect the Company in the
future. This discussion should be read in conjunction with material in other
sections of this Annual Information Form, including Managements Discussion and
Analysis (Appendix B). As the context requires for the following information,
reference to the Company or Cameco also includes Camecos direct and indirect
subsidiaries.

Imprecision of Reserve and Resource Estimates

Reserve and Resource figures included for uranium and gold are estimates and no
assurances can be given that the indicated levels of uranium and gold will be
produced or that Cameco will receive the gold price and uranium price assumed
in determining its reserves. Such estimates are expressions of judgment based
on knowledge, mining experience, analysis of drilling results and industry
practices. Valid estimates made at a given time may significantly change when
new information becomes available. While the Company believes that the reserve
and resource estimates included are well established and reflects managements
best estimates, by their nature reserve and resource estimates are imprecise
and depend, to a certain extent, upon statistical inferences which may
ultimately prove unreliable. Furthermore, market price fluctuations in uranium
and gold, as well as increased capital or production costs or reduced recovery
rates, may render ore reserves containing lower grades of mineralization
uneconomic and may ultimately result in a restatement of reserves. The extent
to which resources may ultimately be reclassified as proven or probable
reserves is dependent upon the demonstration of their profitable recovery. The
evaluation of reserves or resources is always influenced by economic and
technological factors, which may change over time.

Resources figures included herein have not been adjusted in consideration of
these risks and, therefore, no assurances can be given that any resource
estimate will ultimately be reclassified as proven or probable reserves.

Production Estimates

Cameco prepares estimates of future production for particular operations. No
assurance can be given that production estimates will be achieved. Failure to
achieve production estimates could have an adverse impact on Camecos future
cash flows, earnings, results of operations

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and financial condition. These
production estimates are based on, among other things, the following factors: the accuracy of reserve estimates;
the accuracy of assumptions regarding ground conditions and physical
characteristics of ores, such as hardness and presence or absence of particular
metallurgical characteristics; and the accuracy of estimated rates and costs of
mining and processing.

Camecos actual production may vary from estimates for a variety of reasons,
including, among others: actual ore mined varying from estimates of grade,
tonnage, dilution and metallurgical and other characteristics; short-term
operating factors relating to the ore reserves, such as the need for sequential
development of orebodies and the processing of new or different ore grades;
risk and hazards associated with mining; natural phenomena, such as inclement
weather conditions, underground floods, earthquakes, pit wall failures and
cave-ins; and unexpected labour shortages or strikes.

Mining, Refining and Conversion Risks and Insurance

Camecos business is capital intensive and subject to a number of risks and
hazards, including environmental pollution, accidents or spills, industrial and
transportation accidents, labour disputes, changes in the regulatory
environment, natural phenomena (such as inclement weather conditions
earthquakes, pit wall failures, cave-ins and underground flooding) and
encountering unusual or unexpected geological conditions. The Company also
contracts for the transport of its uranium and uranium products to refining,
conversion and enrichment facilities in North America and Europe, which exposes
the Company to transportation risks. Many of the foregoing risks and hazards
could result in damage to, or destruction of, the Companys mineral properties
or refining or conversion facilities, personal injury or death, environmental
damage, delays in or interruption of or cessation of production from the
Companys mines or refining or conversion facilities or in its exploration or
development activities, delay in or inability to receive regulatory approvals
to transport its uranium and uranium products, or costs, monetary losses and
potential legal liability and adverse governmental action. In addition, due to
the radioactive nature of the materials handled in uranium mining, refining,
conversion and transport, additional costs and risks are incurred by the
Company on a regular and ongoing basis.

Although the Company maintains insurance to cover some of these risks and
hazards in amounts it believes to be reasonable, such insurance may not provide
adequate coverage in the event of certain circumstances. No assurance can be
given that such insurance will continue to be available or it will be available
at economically feasible premiums or that it will provide sufficient coverage
for losses related to these or other risks and hazards.

The Company may be subject to liability or sustain loss for certain risks and
hazards against which it cannot insure or which it may elect not to insure
because of the cost. This lack of insurance coverage could result in material
economic harm to Cameco.

Nature of Exploration and Development

Exploration for and development of mineral properties involve significant
financial risks which even a combination of careful evaluation, experience and
knowledge may not eliminate. While the discovery of an ore body may result in
substantial rewards, few properties which are explored are ultimately developed
into producing mines. Major expenses may be required to establish reserves by
drilling, constructing mining and processing facilities at a site, developing
metallurgical processes and extracting uranium and gold from ore. It is
impossible to ensure that the current exploration and development programs of
the Company will result in profitable commercial mining operations or
replacement of current production at existing mining operations with new
reserves.

Camecos ability to sustain or increase its present levels of uranium and gold
production is dependent in part on the successful development of new orebodies
and/or expansion of existing mining operations. The economic feasibility of
development projects is based upon many factors, including, among others: the
accuracy of reserve estimates; metallurgical recoveries; capital and operating
costs of such projects; government regulations relating to prices, taxes,
royalties, land tenure, land use, importing and exporting, and environmental
protection; and uranium and gold prices, which are highly cyclical. Development
projects are also subject to the successful completion of feasibility studies,
issuance of necessary governmental permits and availability of adequate
financing.

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Development projects have no operating history upon which to base estimates of
future cash flow. Camecos estimates of proven and probable reserves and cash
operating costs are, to a large extent, based upon detailed geological and
engineering analysis. Cameco also conducts feasibility studies which derive
estimates of capital and operating costs based upon many factors, including,
among others: anticipated tonnage and grades of ore to be mined and processed;
the configuration of the orebody; ground and mining conditions; expected
recovery rates of the gold and uranium from the ore; and anticipated
environmental and regulatory compliance costs.

It is possible that actual costs and economic returns of current and new mining
operations may differ materially from Camecos best estimates. It is not
unusual in the mining industry for new mining operations to experience
unexpected problems during the start-up phase and to require more capital than
anticipated.

Governmental Regulation and Policy Risks

Mining and refining operations and exploration activities, particularly uranium
mining, refining, conversion and transport in Canada and the United States, are
subject to extensive laws and regulations. Such regulations relate to
production, development, exploration, exports, imports, taxes and royalties,
labour standards, occupational health, waste disposal, protection and
remediation of the environment, mines decommissioning and reclamation, mine
safety, toxic substances, transportation safety and emergency response, and
other matters. Compliance with such laws and regulations has increased the
costs of exploring, drilling, developing, constructing, operating and closing
the Companys mines and refining and other facilities. It is possible that, in
the future, the costs, delays and other effects associated with such laws and
regulations may impact the Companys decision as to whether to operate existing
mines, ore refining and other facilities or, with respect to exploration and
development properties, whether to proceed with exploration or development.
The Company expends significant financial and managerial resources to comply
with such laws and regulations. Cameco anticipates it will have to continue to
do so as the historic trend toward stricter government regulation may continue.
Because legal requirements are frequently changing and subject to
interpretation, Cameco is unable to predict the ultimate cost of compliance
with these requirements or their effect on operations. Furthermore, future
changes in governments, regulations and policies, such as those affecting the
Companys mining operations, uranium refining and conversion operations, and
uranium transport, could materially and adversely affect the Companys results
of operations and financial condition in a particular period or its long term
business prospects.

Worldwide demand for uranium is directly tied to the demand for electricity
produced by the nuclear power industry, which is also subject to extensive
government regulation and policies. The development of mines and related
facilities is contingent upon governmental approvals which are complex and time
consuming to obtain and which, depending upon the location of the project,
involve multiple governmental agencies. The duration and success of such
approvals are subject to many variables outside the Companys control. The
governments of Canada and the province of Saskatchewan have issued their
approvals with respect to the development of the Cigar Lake project. Initially
CLMC, and now Cameco and Cogema directly are proceeding to obtain various
permits and licenses which are necessary to proceed with the project. In the
event a production decision is made for Cigar Lake, any significant delays in
obtaining such permits or licences could have a material adverse effect on the
Company.

Environmental Risks

The Company has expended significant financial and managerial resources to
comply with environmental protection laws, regulations and permitting
requirements, and anticipates that it will be required to continue to do so in
the future as the historical trend toward stricter environmental regulation may
continue. The uranium industry is subject to not only the worker health,
safety and environmental risks associated with all mining businesses, including
potential liabilities to third parties for environmental damage, but also to
additional risks uniquely associated with uranium mining and processing. The
possibility of more stringent regulations exists in the areas of worker health
and safety, the disposition of wastes, the decommissioning
and reclamation of mining, milling, refining and conversion sites, and other
environmental matters each of which could have a material adverse effect on the
costs or the viability of a particular project.

The Companys domestic and foreign facilities operate under various operating
and environmental permits, licences and approvals that contain conditions that
must be met and the Companys right to continue operating its facilities is, in
a number of instances, dependent upon compliance with such conditions. Failure
to meet any such condition could have a material adverse affect on the
Companys financial condition or results of operations.

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Counterparty/Credit Risk

AGR and KGC engage in transactions to mitigate the price risk on a portion of
future gold production (see Gold Business-Risk Factors-Volatility and
Sensitivity to Gold Prices) and Cameco enters into transactions to reduce the
impact of fluctuations in currency exchange rates. These transactions expose
the Company to the risk of default by
the counterparties to such contracts. The Company manages this risk of
default, or credit risk, by dealing only with financial institutions that meet
its credit rating standards and by limiting exposures with individual
counterparties.

In addition, Camecos sales of uranium product and conversion services expose
the Company to the risk of non-payment. The Company manages this risk by
monitoring the credit worthiness of its customers and requiring pre-payment or
other forms of payment security from customers with an unacceptable level of
credit risk. As of March 31, 2003, 11% of Cameco forecast revenue under contract, for the period 2003 to 2005,
were with customers whose creditworthiness did not meet Camecos standards for unsecured payment
terms. Of that percentage, one-half is attributable to Bruce Power, which has not established
a credit rating.

Although the Company seeks to manage its credit risk exposure, there can be no
assurance that the Company will be successful.

Currency Fluctuations

The Companys earnings and operating cash flow may also be affected by changes
in the US/Canadian dollar exchange rate since most of its revenues are
denominated in US dollars and many of its costs are denominated in Canadian
dollars. Although the Company utilizes a hedging program to manage its
exchange rate exposure, there can be no assurance that such a program will be
successful.

Political Risk

See the Companys Managements Discussion and Analysis attached as Appendix
B.

SELECTED CONSOLIDATED FINANCIAL AND OPERATING INFORMATION

The selected consolidated financial and operating information presented below
should be read in conjunction with Managements Discussion and Analysis and the
Companys Consolidated Financial Statements for the year ended December 31,
2002, notes thereto and other financial information included elsewhere in this
Annual Information Form.

|                                              |  |                         |          |      |  |      |          |  |  |   |          |  
|--------------------------------------------- |  | ----------------------- | -------- | ---- |  | ---- | -------- |  |  | - | -------- | -
|                                              |  | Year Ended December 31, |          |      |  |     
|                                              |  |                         |          |      |  |     
|(in millions except per common share amounts) |  | 2002                    |          | 2001 |  | 2000
|                                              |  |                         |          |      |  |     
|Total Revenue                                 |  | $                       | 748.30   |      |  | $    | 700.80   |  |  | $ | 688.90   |  
|                                              |  |                         |          |      |  |      |          |  |  |   |          |  
|Earnings (loss) from operations               |  | $                       | 88.60    |      |  | $    | 94.80    |  |  | $ | (45.70   | )
|- per common share                            |  | $                       | 1.59     |      |  | $    | 1.71     |  |  | $ | (0.82    | )
|Net earnings (loss)                           |  | $                       | 46.10    |      |  | $    | 55.90    |  |  | $ | (87.20   | )
|- per common share                            |  | $                       | 0.83     |      |  | $    | 1.01     |  |  | $ | (1.57    | )
|Cash provided by operations                   |  | $                       | 250.80   |      |  | $    | 116.20   |  |  | $ | 224.30   |  
|- per common share                            |  | $                       | 4.50     |      |  | $    | 2.10     |  |  | $ | 4.04     |  
|Total Assets                                  |  | $                       | 2,945.20 |      |  | $    | 2,947.30 |  |  | $ | 2,800.50 |  
|Long term debt not maturing within one year   |  | $                       | 218.30   |      |  | $    | 327.80   |  |  | $ | 269.70   |  
|Cash dividends declared per common share      |  | $                       | 0.50     |      |  | $    | 0.50     |  |  | $ | 0.50     |  

2002 CONSOLIDATED FINANCIAL STATEMENTS

The Companys 2002 Consolidated Financial Statements are attached as Appendix
A.

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MANAGEMENTS DISCUSSION AND ANALYSIS

The Companys Managements Discussion and Analysis is attached as Appendix B.

MINERAL RESERVES AND RESOURCES  QUALIFIED PERSON

Reserve and resource estimates for Camecos material mining properties, namely,
McArthur River, Cigar Lake and Kumtor, as presented in this Annual Information
Form are prepared by or under the supervision of a qualified person, Alain
Gaston Mainville, Geologist and Professional Geoscientist, who is Manager,
Mining Resources and Methods at Cameco. Camecos reserve and resource
estimates are extracted from internally generated data or audited reports. No
independent verification of Camecos reserve and resource estimates has been
performed.

MARKET FOR SECURITIES

The Companys common shares are listed and traded on The Toronto Stock Exchange
(CCO) and the New York Stock Exchange (CCJ).

Also listed and traded on the New York Stock Exchange are the Companys 8.75%
Preferred Securities (CCJPR), a series of junior subordinated debentures which
are due in 2047.

DIRECTORS AND OFFICERS

Directors

|                                                              |  |                                                                                                                                                                                                                                                                              |  |  |           | 
|------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  | --------- | 
|Name, Office held in                                          |  | Principal Occupation or                                                                                                                                                                                                                                                      |  |  | Director 
|Corporation and Municipality of Residence                     |  | Employment                                                                                                                                                                                                                                                                   |  |  | Since (1)
|                                                              |  |                                                                                                                                                                                                                                                                              |  | 
|JOHN S. AUSTON (2, 6)
West Vancouver, British Columbia        |  | Geologist; Corporate
Director 2000 to
present; prior: President,
Director
and Chief Executive
Officer, Ashton
Mining of Canada Inc. 1996-2000;                                                                                                                               |  |  | 1999      | 
|JOE F. COLVIN (2, 4, 6)
Kiawah Island, South Carolina, U.S.A. |  | President and Chief
Executive Officer,
Nuclear Energy
Institute 1996 to
present; prior: Executive
Vice-President and
Chief Operating
Officer, Nuclear
Energy Institute Inc.
1994 to 1996.                                                                                    |  |  | 1999      | 
|HARRY D. COOK (4)
La Ronge, Saskatchewan                      |  | Chief, Lac La Ronge
Indian Band 1987 to
present; President,
Kitsaski Management
Limited Partnership,
Prince Albert Grand
Council Executive
Board Member,
Federation of
Saskatchewan Indian
Nations Taxation
Commission Board
Member and Indian
Government Commission
member. |  |  | 1992      | 
|JAMES R. CURTISS (4, 5)
Brookeville, Maryland, U.S.A.         |  | Lawyer, Partner,
Winston & Strawn 1993
to present; prior: Commissioner
US
Nuclear Regulatory
Commission 1988-1993.                                                                                                                                                           |  |  | 1994      | 

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##### 



|                                                                                    |  |                                                                                                                                                                                                                                                                            |  |  |  |  |           | 
|----------------------------------------------------------------------------------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  |  |  | --------- | 
|Name, Office held in                                                                |  | Principal Occupation or                                                                                                                                                                                                                                                    |  |  |  |  | Director 
|Corporation and Municipality of Residence                                           |  | Employment                                                                                                                                                                                                                                                                 |  |  |  |  | Since (1)
|                                                                                    |  |                                                                                                                                                                                                                                                                            |  |  |  | 
|GEORGE S. DEMBROSKI(2, 5, 6)
Toronto, Ontario                                       |  | Corporate Director
1998 to present;
prior: Vice-Chairman and
Director, RBC
Dominion Securities
Limited (investment
dealer) 1981-1998.                                                                                                                                      |  |  |  |  | 1996      | 
|GERALD W. GRANDEY(2)
President and Chief Executive
Officer 
Saskatoon, Saskatchewan |  | Assumed current
position 2003;
prior: President
2000-2002;
Executive
Vice-President
1997-2000; Senior
Vice-President,
Marketing and
Corporate
Development
1993-1997.                                                                                                       |  |  |  |  | 2000      | 
|NANCY E. HOPKINS (2, 3)
Saskatoon, Saskatchewan                                     |  | Lawyer, Partner,
McDougall Gauley
1984 to present. Effective
January 1, 2001 Gauley &
Company merged with
McDougall Ready to
form McDougall
Gauley.                                                                                                                        |  |  |  |  | 1992      | 
|J.W. GEORGE IVANY (3, 5, 6)
Kelowna, British Columbia                               |  | Corporate Director,
1999 to present;
prior: President
and
Vice-Chancellor,
University of
Saskatchewan
1989-1999.                                                                                                                                                           |  |  |  |  | 1999      | 
|A. NEIL McMILLAN(2, 3, 4)
Saskatoon, Saskatchewan                                   |  | President, Claude
Resources Inc. 1996
to present.                                                                                                                                                                                                                          |  |  |  |  | 2001      | 
|ROBERT W. PETERSON(3, 4, 5)
Regina, Saskatchewan                                    |  | President and Chief
Operating Officer
Denro Holdings Ltd.
1994 to present.                                                                                                                                                                                                 |  |  |  |  | 1994      | 
|VICTOR J. ZALESCHUK (3, 5, 6, 7)
Calgary, Alberta                                   |  | Corporate Director,
November 5, 2001 to
present; prior: President and Chief
Executive Officer,
Nexen Inc.
(formerly Canadian
Occidental
Petroleum Ltd.)
from June 1, 1997
to June 1, 2001;
Senior
Vice-President
Finance and Chief
Financial Officer
1986 to May 31, 1997. |  |  |  |  | 2001      | 



---

|(1) |  | Each director will hold office until the
next annual meeting unless such directors office is
earlier vacated in accordance with the corporate law
requirements applicable to the Company from time to time.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) |  | Member of the strategic planning committee.                                                                                                                                                                 
|(3) |  | Member of the audit committee.                                                                                                                                                                              
|(4) |  | Member of the environmental and safety
committee.                                                                                                                                                           
|(5) |  | Member of the compensation and human
resources committee.                                                                                                                                                   
|(6) |  | Member of the nominating and corporate
governance committee.                                                                                                                                                
|(7) |  | Appointed audit committee financial expert.                                                                                                                                                                 

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Officers

|                                                                                                                        |  |                                                                                                                                                                                                                                             
|----------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Name, Office and Municipality of Residence                                                                              |  | Principal Occupation for Past Five Years                                                                                                                                                                                                    
|                                                                                                                        |  |                                                                                                                                                                                                                                             
|BERNARD M. MICHEL 
Chair
Saskatoon, Saskatchewan                                                                        |  | Assumed current
position 2003;
prior: Chair and
Chief Executive
Officer 2000-2002;
Chair, President
and Chief Executive
Officer 1993-2000;
President and Chief
Executive Officer
1991-1993,
President and Chief
Operating Officer
1990-1991.
|GERALD W. GRANDEY
President and Chief Executive Officer
Saskatoon, Saskatchewan                                         |  | Assumed current
position 2003;
prior: President,
2000-2002;
Executive
Vice-President
1997-2000; Senior
Vice-President,
Marketing and
Corporate
Development
1993-1997.                                                                       
|DAVID M. PETROFF 
Senior Vice-President, Finance and Administration
and Chief Financial Officer
Saskatoon, Saskatchewan |  | Assumed current
position April 24,
1997; prior: Senior
Vice-President,
Finance and
Administration
1997, Cameco
Corporation;
Vice-President and
Treasurer
1991-1997, Denison
Mines Limited.                                                  
|RITA M. MIRWALD
Senior Vice-President, Human Resources and
Corporate Relations
Saskatoon, Saskatchewan                  |  | Assumed current
position April 24,
1997; prior: Vice-President,
Human Resources and
Corporate
Relations,
1995-1997;
Vice-President,
Corporate Relations
1994-1995;
Director, Corporate
Affairs and
Investors Relations
1990-1993.           
|GARY M.S. CHAD 
Senior Vice-President, Law, 
Regulatory Affairs and Corporate Secretary 
Saskatoon, Saskatchewan        |  | Assumed current
position January 1,
2000; prior: Senior
General Counsel and
Secretary 1990-1999.                                                                                                                                            
|GEORGE B. ASSIE 
Senior Vice-President, Marketing and Business Development
Saskatoon, Saskatchewan                      |  | Assumed current
position January 1,
2003; prior: President
Cameco
Inc., Eden Prairie,
Minnesota.                                                                                                                                            
|TERRY ROGERS
Senior Vice-President and Chief Operating Officer
Saskatoon, Saskatchewan                                  |  | Assumed current
position February
1, 2003; prior: President
Kumtor
Operating Company,
Kyrgyzstan.                                                                                                                                           

The directors and officers of Cameco as a group, beneficially own, directly or
indirectly, less than 1% of the issued and outstanding common shares of Cameco.

ADDITIONAL INFORMATION

The Company will provide to any person, upon request to the Secretary of the
Company:



|(1) |  | When the securities of the Company are in the course of a distribution
pursuant to a short form prospectus or a preliminary short form prospectus
has been filed in respect of a distribution of its securities,
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (a) |  | one copy of the Annual Information Form of the Company,
together with one copy of any document, or the pertinent pages of
any document, incorporated by reference in the Annual Information
Form;                                                                                                                       
| | --- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) |  | one copy of the comparative financial statements of the
Company for is most recently completed financial year together with
the accompanying report of the auditor and one copy of any interim
financial statement of the Company subsequent to the financial
statements for its most recently completed financial year;

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##### 





| | (c) |  | one copy of the management proxy circular of the Company in
respect of its most recent annual meeting of shareholders; and                                                                               
| | --- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (d) |  | one copy of any other documents that are incorporated by
reference into the preliminary short form prospectus or the short
form prospectus and are not required to be provided under (a) to (c)
above; or



|(2) |  | any other time, one copy of any document referred to in (1)(a), (b) and
(c) above, provided the Company may require the payment of a reasonable
charge if the request is made by a person who is not a security holder of
the Company.
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Additional information, including directors and officers remuneration and
indebtedness to the Company, principal holders of the Companys securities and
options to purchase securities is contained in the Management Proxy Circular
dated April 16, 2003 and additional information is provided in the Companys
Consolidated Financial Statement for the fiscal year-ended December 31, 2002.
Copies of the Management Proxy Circular are available upon request from the
Secretary of the Company at 2121-11th Street West, Saskatoon, Saskatchewan, S7M
1J3, telephone: (306) 956-6200.

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