**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**




**FORM
      10-Q**




**x**
            
            **QUARTERLY
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934****For
                the quarterly period ended March 31, 2008****o**
            
            **TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934**







**For
      the transition period from ________ to ________**




**Commission
      File Number: 001-32986**




**General
      Moly, Inc.**


(Exact
      name of registrant as specified in its charter)




**DELAWARE**
            
            
            
            **91-0232000**(State
                or other jurisdiction
            
            
            
            (I.R.S.
                Employerof
                incorporation or organization)
            
            
            
            Identification
                No.)





**1726
      Cole Blvd., Suite 115**


**Lakewood,
      CO 80401**


**Telephone:
      (303) 928-8599**


(Address
      and telephone number of principal executive offices)




Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the
      preceding 12 months (or for such shorter period that the registrant was
      required to file such reports), and (2) has been subject to such filing
      requirements for at least the past 90 days. **YES** **x** **NO** **o**




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, a non-accelerated filer, or a smaller reporting company.
      See
      the definitions of “large accelerated filer,” “accelerated filer” and “smaller
      reporting company” in Rule 12b-2 of the Exchange Act.




o
            Large
                accelerated filer
            
            Accelerated
                filer
            xo
            Non-accelerated
                filer
            (Do
                not check if smaller reporting company)
            Smaller
                reporting company
            o





Indicate
      by check mark whether the registrant is a shell company (as defined in
      Rule 12b-2 of the Exchange Act). **YES** **o** **NO** **x**




The
      number of shares outstanding of registrant’s common stock as of April 30, 2008
      was 70,956,595.
















**PART
      I - FINANCIAL INFORMATION**




**ITEM
      1.**  **FINANCIAL
      STATEMENTS**




**GENERAL
      MOLY, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**CONDENSED
      CONSOLIDATED BALANCE SHEETS**


**(Unaudited
      - Dollars in thousands except per share amounts)**




**March 31,**
              **2008**
            
            **December 31,**
              **2007****ASSETS**CURRENT
                ASSETSCash
                and cash equivalents
            
            $
            79,312
            
            $
            78,371Restricted
                cash - Eureka Moly
            
            
            39,459
            
            
            —Deposits,
                prepaid expenses and other current assets
            
            
            185
            
            
            360Total
                Current Assets
            
            
            118,956
            
            
            78,731Mining
                properties, land and water rights
            
            
            37,191
            
            
            29,578Deposits
                on property, plant and equipment
            
            
            7,843
            
            
            490Restricted
                cash held for reclamation bonds
            
            
            887
            
            
            777Property
                and equipment, net
            
            
            794
            
            
            711Other
                assets
            
            
            2,878
            
            
            —TOTAL
                ASSETS
            
            $
            168,549
            
            $
            110,287**LIABILITIES,
                MINORITY INTEREST AND STOCKHOLDERS’ EQUITY**CURRENT
                LIABILITIESAccounts
                payable and accrued liabilities
            
            $
            5,027
            
            $
            7,457Payable
                to POS-Minerals
            
            
            2,878
            
            
            —Provision
                for post closure reclamation and remediation costs
            
            
            90
            
            
            90Current
                portion of long term debt
            
            
            75
            
            
            62Total
                Current Liabilities
            
            
            8,070
            
            
            7,609Provision
                for post closure reclamation and remediation costs, net of current
                portion
            
            
            510
            
            
            422Long
                term debt, net of current portion
            
            
            157
            
            
            151Total
                Liabilities
            
            
            8,737
            
            
            8,182COMMITMENTS
                AND CONTINGENCIES - NOTE 9
            
            
            —
            
            
            —MINORITY
                INTEREST
            
            
            50,000
            
            
            —STOCKHOLDERS’
                EQUITYPreferred
                stock, Series A, $0.001 par value; 10,000,000 shares authorized,
                no shares issued and outstanding
            
            
            —
            
            
            —Common
                stock, $0.001 par value; 200,000,000 shares authorized, 69,297,548
                and 66,131,384 shares issued and outstanding, respectively
            
            
            69
            
            
            66Additional
                paid-in capital
            
            
            172,752
            
            
            159,828Accumulated
                deficit before exploration stage
            
            
            (213
            )
            
            (213
            )Accumulated
                deficit during exploration and development stage
            
            
            (62,796
            )
            
            (57,576
            )Total
                Stockholders’ Equity
            
            
            109,812
            
            
            102,105**TOTAL
                LIABILITIES, MINORITY INTEREST AND STOCKHOLDERS’
                EQUITY**
            
            $
            168,549
            
            $
            110,287


The
      accompanying notes are an integral part of these condensed consolidated
      financial statements.


-
          2 -


**GENERAL
      MOLY, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**CONDENSED
      CONSOLIDATED STATEMENTS OF OPERATIONS**


**(Unaudited
      - In thousands, except per share amounts)**




**Three
                Months Ended**
            
            **January 1, 2002**
              **(Inception of**
              **Exploration
                Stage)****to****March 31,**
              **2008**
            
            **March 31,**
              **2007**
            
            **March 31,**
              **2008**REVENUES
            
            $
            —
            
            $
            —
            
            $
            —OPERATING
                EXPENSES:Exploration
                and evaluation
            
            
            2,525
            
            
            3,842
            
            
            33,560General
                and administrative expense
            
            
            3,225
            
            
            5,399
            
            
            32,071TOTAL
                OPERATING EXPENSES
            
            
            5,750
            
            
            9,241
            
            
            65,631LOSS
                FROM OPERATIONS
            
            
            (5,750
            )
            
            (9,241
            )
            
            (65,631
            )OTHER
                INCOMEInterest
                and dividend income
            
            
            530
            
            
            168
            
            
            2,770Other
                income
            
            
            —
            
            
            —
            
            
            65TOTAL
                OTHER INCOME
            
            
            530
            
            
            168
            
            
            2,835LOSS
                BEFORE TAXES
            
            
            (5,220
            )
            
            (9,073
            )
            
            (62,796
            )INCOME
                TAXES
            
            
            —
            
            
            —
            
            
            —NET
                LOSS
            
            $
            (5,220
            )
            $
            (9,073
            )
            $
            (62,796
            )BASIC
                AND DILUTED NET LOSS PERSHARE
                OF COMMON STOCK
            
            $
            (0.08
            )
            $
            (0.21
            )WEIGHTED
                AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND
                DILUTED
            
            
            66,652
            
            
            43,796


The
      accompanying notes are an integral part of these condensed consolidated
      financial statements.




-
          3 -


**GENERAL
      MOLY, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**CONDENSED
      CONSOLIDATED STATEMENTS OF CASH FLOWS**


**(Unaudited
      - In thousands)**




**Three
                Months Ended**
            
            **1-Jan-02**
              **(Inception of**
              **Exploration****Stage)****to****March 31,**
              **2008**
            
            **March 31,**
              **2007**
            
            **March 31,**
              **2008**CASH
                FLOWS FROM OPERATING ACTIVITIES:Net
                loss
            
            $
            (5,220
            )
            $
            (9,073
            )
            $
            (62,796
            )Adjustments
                to reconcile net loss to net cash used by operating
                activities:Services
                and expenses paid with common stock
            
            
            —
            
            
            304
            
            
            1,990Depreciation
                and amortization
            
            
            72
            
            
            33
            
            
            330Equity
                compensation for management and directors
            
            
            871
            
            
            3,131
            
            
            10,398Decrease
                (increase) in deposits, prepaid expenses and other
            
            
            175
            
            
            (146
            )
            
            (227
            )Increase
                (decrease) in accounts payable and accrued liabilities
            
            
            (2,430
            )
            
            1,166
            
            
            5,004(Decrease)
                increase in post closure reclamation and remediation costs
            
            
            88
            
            
            —
            
            
            391Net
                cash used by operating activities
            
            
            (6,444
            )
            
            (4,585
            )
            
            (44,910
            )CASH
                FLOWS FROM INVESTING ACTIVITIES:Payments
                for the purchase of equipment
            
            
            (155
            )
            
            (110
            )
            
            (998
            )Purchase
                of securities
            
            
            —
            
            
            —
            
            
            (137
            )Purchase
                and development of mining properties, land and water
                rights
            
            
            (7,201
            )
            
            (4,060
            )
            
            (33,566
            )Deposits
                on property, plant and equipment
            
            
            (7,353
            )
            
            —
            
            
            (7,843
            )Decrease
                (increase) in restricted cash held for reclamation bonds
            
            
            (110
            )
            
            —
            
            
            (396
            )Cash
                provided by sale of marketable
              securities
            
            
            —
            
            
            —
            
            
            246Net
                cash used by investing activities
            
            
            (14,819
            )
            
            (4,170
            )
            
            (42,694
            )CASH
                FLOWS FROM FINANCING ACTIVITIES:Proceeds
                from issuance of stock, net of issuance costs
            
            
            11,644
            
            
            14,895
            
            
            156,174Cash
                proceeds from Joint Venture Partner
            
            
            50,000
            
            
            —
            
            
            50,000(Increase)
                in restricted cash - Eureka Moly
            
            
            (39,459
            )
            
            —
            
            
            (39,459
            )Net
                increase in debt
            
            
            19
            
            
            —
            
            
            155Net
                cash provided by financing activities
            
            
            22,204
            
            
            14,895
            
            
            166,870Net
                increase in cash and cash equivalents
            
            
            941
            
            
            6,140
            
            
            79,266Cash
                and cash equivalents, beginning of period
            
            
            78,371
            
            
            17,883
            
            
            46Cash
                and cash equivalents, end of period
            
            $
            79,312
            
            $
            24,023
            
            $
            79,312NON-CASH
                INVESTING AND FINANCING ACTIVITIES:Equity
                compensation capitalized as development
            
            $
            412
            
            $
            —
            
            $
            2,216Restricted
                cash held for reclamation bond acquired in an acquisition
            
            
            —
            
            
            491
            
            
            491Post
                closure reclamation and remediation costs and accounts payable assumed
                in
                an acquisition
            
            
            —
            
            
            263
            
            
            263Common
                stock and warrants issued for property and equipment
            
            
            —
            
            
            420
            
            
            1,586


The
      accompanying notes are an integral part of these condensed
      consolidated financial statements




-
          4 -


**GENERAL
        MOLY, INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
  **NOTES
        TO** **CONDENSED
        CONSOLIDATED FINANCIAL STATEMENTS**
  **NOTE
        1** **—
        DESCRIPTION OF BUSINESS**
  General
        Moly, Inc. (“we,” “us,” “our,” “the Company,” “General Moly,” or “GMI”) is a
        Delaware corporation originally incorporated as General Mines Corporation
        on
        November 23, 1925. In 1966, the Company amended its articles of
        incorporation to change its name to Idaho General Petroleum and Mines
        Corporation, and amended its articles again in 1967, changing its name to
        Idaho
        General Mines, Inc. On October 5, 2007, we reincorporated in the State of
        Delaware (the “Reincorporation”) through a merger involving Idaho General Mines,
        Inc. and General Moly, Inc., a Delaware corporation that was a wholly owned
        subsidiary of Idaho General Mines, Inc. The Reincorporation was effected
        by
        merging Idaho General Mines, Inc. with and into General Moly, with General
        Moly
        being the surviving entity. For purposes of the Company’s reporting status with
        the Securities and Exchange Commission, General Moly is deemed a successor
        to
        Idaho General Mines, Inc.
  We
        were
        in the exploration stage until October 4, 2007 when our Board of Directors
        approved the development of the Mt. Hope molybdenum property (the
“Mt. Hope Project”) in Eureka County, Nevada. The Company is now in the
        development stage and is currently proceeding with the development of the
        Mt. Hope Project. We are also conducting exploration and evaluation
        activities on our Liberty molybdenum property (the “Liberty Property” formerly
        referred to as the “Hall-Tonopah Property”) in Nye County, Nevada.
  Effective
        as of January 1, 2008, we contributed all of the our interest in the assets
        related to the Mt. Hope Project, including our lease of the Mt. Hope
        Project, into a newly formed entity, Eureka Moly, LLC, a Delaware limited
        liability company (“Eureka Moly”), and in February 2008 (the “Closing Date”)
        entered into a
        joint
        venture for the development and operation of the Mt. Hope Project (the
“Joint Venture”) with POS-Minerals Corporation (“POS-Minerals”) an affiliate of
        POSCO, a large Korean steel company. Under the Joint Venture, POS-Minerals
        owns
        a 20% interest in Eureka Moly and General Moly, through a wholly-owned
        subsidiary, owns an 80% interest.
  The
        interim Condensed Consolidated Financial Statements of the Company are
        unaudited. In the opinion of management, all adjustments and disclosures
        necessary for a fair presentation of these interim statements have been
        included. All such adjustments are, in the opinion of management, of a normal
        recurring nature. The results reported in these interim Condensed Consolidated
        Financial Statements are not necessarily indicative of the results that may
        be
        reported for the entire year. These interim Condensed Consolidated Financial
        Statements should be read in conjunction with the Consolidated Financial
        Statements included in our Annual Report on Form 10-KSB for the year ended
        December 31, 2007.
  Certain
        amounts for the three months ended March 31, 2007 have been reclassified
        to
        conform to the 2008 presentation.
  **NOTE
        2** **—
        LIQUIDITY AND CAPITAL REQUIREMENTS**
  On
        October 4, 2007, our Board of Directors approved the development of the
        Mt. Hope Project as contemplated in our Bankable Feasibility Study (the
“Bankable Feasibility Study”). The development of the Mt. Hope Project has
        an estimated total capital requirement of approximately $1.0 billion
        comprised of initial construction cost in excess of $850.0 million (in 2007
        dollars); $53.0 million in cash bonding requirements; $22.0 million in
        Advance Royalty Payments (as hereinafter defined); and amounts necessary
        for
        financing costs and working capital. The accuracy of the estimate is considered
        to be plus or minus 15%. Such capital requirements are based on management’s
        estimates based on the Bankable Feasibility Study and other available
        information, and are subject to change, which changes could be
        material.
  In
        February 2008, we entered into the Joint Venture, the terms of which reduced
        our
        capital requirements for the Mt. Hope Project by up to 20% and will provide
        up to $170.0 million in capital for use in funding our remaining 80% share.
        Of the $170.0 million in capital committed, $50.0 million was received
        in February 2008, $50.0 million is to be received in July 2008, and the
        remaining $70.0 million is to be received once the Mt. Hope Project
        receives the necessary permits to develop and operate the Mt. Hope Project
        (the “POS-Minerals Third Contribution Date”).
   -
            5 -
  Additional
        capital will be required through the commencement of Mt. Hope production
        estimated to be in late 2010. Our ability to develop the project on time
        and on
        budget is dependent on, among other things, our ability to raise the necessary
        capital to fund the Mt. Hope Project both in sufficient quantity of capital
        and at the time such capital is needed. Additionally, if the estimated costs
        of
        the Mt. Hope Project are exceeded we will need to raise additional capital
        to fund such overruns.
  We
        do not
        currently have the capital necessary to complete the Mt. Hope Project and,
        accordingly, plan to raise the capital on an ongoing basis when needed. The
        receipt of the $50.0 million Joint Venture capital contribution by POS-Minerals
        in July 2008, existing cash on hand at March 31, 2008, and $8.4 million received
        in April 2008 from the exercise of outstanding warrants should be sufficient
        to
        fund planned operations for the Mt. Hope Project, as well as our other
        planned operations, through the end of 2008. If we are unable to raise
        sufficient quantities of capital when needed, it will be necessary to develop
        alternative plans that could delay the development and completion of the
        Mt. Hope Project. There is no assurance that we will be able to obtain the
        necessary financing for the Mt. Hope Project on customary terms, or at
        all.
  We
        will
        also require additional capital to continue the exploration and evaluation
        of
        the Liberty Property, as well as continue payment of ongoing general,
        administrative and operations costs associated with supporting our planned
        operations.
  **NOTE
        3** **—
        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**
  This
        summary of significant accounting policies is presented to assist in
        understanding the financial statements. The financial statements and notes
        are
        representations of the Company’s management, which is responsible for their
        integrity and objectivity. These accounting policies conform to accounting
        principles generally accepted in the United States of America and have been
        consistently applied in the preparation of the financial
        statements.
  *Accounting
        Method*
  Our
        financial statements are prepared using the accrual basis of accounting in
        accordance with accounting principles generally accepted in the United States
        of
        America. At December 31, 2007, all of our subsidiaries were wholly owned.
        In February 2008, we entered into the Joint Venture which establishes our
        ownership interest in Eureka Moly at 80%. At March 31, 2008, the consolidated
        financial statements include all of our wholly owned subsidiaries and our
        majority owned Joint Venture Eureka Moly. The POS-Minerals contributions
        attributable to their 20% interest are shown as Minority Interest in the
        financial statements.
  *Cash
        and Cash Equivalents*
  For
        the
        purposes of the statement of cash flows, we consider all highly liquid
        investments with original maturities of three months or less to be cash
        equivalents. The cash and cash equivalents of Eureka Moly are restricted
        for use
        in the Joint Venture only.
  *Investments*
  We
        account for our investments in debt and equity securities in accordance with
        the
        provisions of Statement of Financial Accounting Standards No. 115,
“Accounting for Certain Investments in Debt and Equity Securities,” and report
        investments in available for sale securities at their fair value, with
        unrealized gains and losses excluded from income or loss and included in
        other
        comprehensive income or loss.
   -
            6 -
  *Estimates*
  The
        process of preparing financial statements in conformity with accounting
        principles generally accepted in the United States of America requires the
        use
        of estimates and assumptions regarding certain types of assets, liabilities,
        revenues, and expenses. Such estimates primarily relate to unsettled
        transactions and events as of the date of the financial statements. Accordingly,
        upon settlement, actual results may differ from estimated amounts.
  *Exploration
        and Development Stage Activities*
  We
        were
        in the exploration stage from January 2002 until October 4, 2007. On
        October 4, 2007, our Board of Directors approved the development of the
        Mt. Hope Project as contemplated in the Bankable Feasibility Study and we
        then entered into the Development Stage. We have not realized any revenue
        from
        operations. We will be primarily engaged in development of the Mt. Hope
        Project and exploration and evaluation of the Liberty Property until we enter
        the production stage.
  *Fair
        Value of Financial Instruments*
  Our
        financial instruments as defined by Statement of Financial Accounting Standards
        No. 157, “Fair Value Measurements,” include cash, accounts payable and
        accrued liabilities. All instruments are accounted for on a historical cost
        basis, which, due to the short maturity of these financial instruments,
        approximates fair value at March 31, 2008 and December 31,
        2007.
  *Basic
        and Diluted Net Loss Per Share*
  Net
        loss
        per share was computed by dividing the net loss by the weighted average number
        of shares outstanding during the period. The weighted average number of shares
        was calculated by taking the number of shares outstanding and weighting them
        by
        the amount of time that they were outstanding. Outstanding warrants to purchase
        9,204,481 and 13,943,113 shares of common stock, options to purchase 4,162,500
        and 4,523,333 shares of common stock and unvested stock awards totaling 255,000
        and 620,000 at March 31, 2008 and 2007, respectively, were not included in
        the
        computation of diluted earnings per share for the three months ended March
        31,
        2008 and 2007 because to do so would have been antidilutive. Therefore, basic
        loss per share is the same as diluted loss per share.
  *Mineral
        Exploration and Development Costs*
  All
        exploration expenditures are expensed as incurred. Significant property
        acquisition payments for active exploration properties are capitalized. If
        no
        economic ore body is discovered, previously capitalized costs are expensed
        in
        the period the property is abandoned. Expenditures to develop new mines,
        to
        define further mineralization in existing ore bodies, and to expand the capacity
        of operating mines, are capitalized and amortized on a units-of-production
        basis
        over proven and probable reserves.
  Should
        a
        property be abandoned, its capitalized costs are charged to operations. The
        Company charges to the consolidated statement of operations the allocable
        portion of capitalized costs attributable to properties sold. Capitalized
        costs
        are allocated to properties sold based on the proportion of claims sold to
        the
        claims remaining within the project area.
  *Mining
        Properties, Land and Water Rights*
  Costs
        of
        acquiring and developing mining properties, land and water rights are
        capitalized as appropriate by project area. Exploration and related costs
        and
        costs to maintain mining properties, land and water rights are expensed as
        incurred while the property is in the exploration and evaluation stage.
        Development and related costs and costs to maintain mining properties, land
        and
        water rights are capitalized as incurred while the property is in the
        development stage. When a property reaches the production stage, the related
        capitalized costs are amortized using the units-of-production basis over
        proven
        and probable reserves. Mining properties, land and water rights are periodically
        assessed for impairment of value, and any subsequent losses are charged to
        operations at the time of impairment. If a property is abandoned or sold,
        a gain
        or loss is recognized and included in the consolidated statement of
        operations.
   -
            7 -
  *Provision
        for Taxes*
  Income
        taxes are provided based upon the liability method of accounting pursuant
        to
        Statement of Financial Accounting Standards No. 109, “Accounting for Income
        Taxes” (hereinafter “SFAS 109”). Under this approach, deferred income taxes
        are recorded to reflect the tax consequences in future years of differences
        between the tax basis of assets and liabilities and their financial reporting
        amounts at each year-end. A valuation allowance is recorded against the deferred
        tax asset if management does not believe the Company has met the “more likely
        than not” standard imposed by SFAS 109 to allow recognition of such an
        asset.
  *Reclamation
        and Remediation*
  Expenditures
        for ongoing compliance with environmental regulations that relate to current
        operations are expensed or capitalized as appropriate. Expenditures resulting
        from the remediation of existing conditions caused by past operations that
        do
        not contribute to future revenue generations are expensed. Liabilities are
        recognized when environmental assessments indicate that remediation efforts
        are
        probable and the costs can be reasonably estimated.
  Estimates
        of such liabilities are based upon currently available facts, existing
        technology and presently enacted laws and regulations taking into consideration
        the likely effects of inflation and other societal and economic factors,
        and
        include estimates of associated legal costs. These amounts also reflect prior
        experience in remediating contaminated sites, other companies’ clean-up
        experience and data released by The Environmental Protection Agency or other
        organizations. Such estimates are by their nature imprecise and can be expected
        to be revised over time because of changes in government regulations,
        operations, technology and inflation. Recoveries are evaluated separately
        from
        the liability and, when recovery is assured, the Company records and reports
        an
        asset separately from the associated liability. **
  *Accounting
        Pronouncements—Recent*
  In
        September 2006, the FASB issued FASB Statement No. 157, “Fair Value
        Measurements” (“SFAS 157”). SFAS 157 defines fair value, establishes a framework
        for measuring fair value in generally accepted accounting principles, and
        expands disclosures about fair value measurements. The provisions of SFAS
        157
        were adopted January 1, 2008. In February 2008, the FASB staff issued Staff
        Position No. 157-2 “Effective Date of FASB Statement No. 157” which delayed the
        effective date of SFAS 157 for nonfinancial assets and nonfinancial liabilities
        which will be effective for our fiscal year beginning January 1,
        2009.
  SFAS
        157
        establishes a fair value hierarchy that prioritizes the inputs to valuation
        techniques used to measure fair value. The hierarchy gives the highest priority
        to unadjusted quoted prices in active markets for identical assets or
        liabilities (Level 1 measurements) and the lowest priority to unobservable
        inputs (Level 3 measurements). The three levels of the fair value hierarchy
        under SFAS 157 are described below:
  Level
        1 -
        Unadjusted quoted prices in active markets that are accessible at the
        measurement date for identical unrestricted assets or liabilities.
 Level
        2 -
        Quoted prices in markets that are not active, or inputs that are observable,
        either directly or indirectly, for substantially the full term of the asset
        or
        liability.
 Level
        3 -
        Prices or valuation techniques that require inputs that are both significant
        to
        fair value measurement and unobservable (supported by little or no market
        activity).
 
 The
        Company’s cash instruments are classified within Level 1 of the fair value
        hierarchy because they are valued using quoted market prices. The cash
        instruments that are valued based on quoted market prices in active markets
        are
        primarily money market securities.
  In
        February 2007, the FASB issued FASB Statement No. 159, “The Fair Value Option
        for Financial Assets and Financial Liabilities” (“SFAS 159”). SFAS 159 permits
        entities to choose to measure many financial instruments and certain other
        items
        at fair value, with the objective of improving financial reporting by mitigating
        volatility in reported earnings caused by measuring related assets and
        liabilities differently without having to apply complex hedge accounting
        provisions. The provisions of SFAS 159 were adopted January 1, 2008. The
        Company
        did not elect the Fair Value Option for any of its financial assets or
        liabilities and therefore the adoption of SFAS 159 had no impact on our
        consolidated financial statements.
  -
            8 -
  In
        December 2007, the FASB issued FASB Statement No. 160, “Noncontrolling Interests
        in Consolidated Financial Statements- an amendment of ARB No. 51” (“SFAS 160”),
        which establishes accounting and reporting standards pertaining to ownership
        interests in subsidiaries held by parties other than the parent, the amount
        of
        net income attributable to the parent and to the noncontrolling interest,
        changes in a parent’s ownership interest, and the valuation of any retained
        noncontrolling equity investment when a subsidiary is deconsolidated. SFAS
        160
        also establishes disclosure requirements that clearly identify and distinguish
        between the interests of the parent and the interests of the noncontrolling
        owners. SFAS 160 is effective for our fiscal year beginning January 1, 2009.
        We
        do not expect the adoption of SFAS 160 to have a material impact on our
        consolidated financial statements.
  **NOTE
        4** **—
        MINING PROPERTIES, LAND AND WATER RIGHTS**
  We
        currently have interests in two mining properties that are the primary focus
        of
        our operations. The Mt. Hope Project is currently in the development stage
        and the Liberty Property is in the exploration and evaluation
        stage.
  **The
        Mt. Hope Project.** We
        are
        currently in the process of developing the Mt. Hope Project. From November
        2004 to January 2008, we owned the rights to 100% of the Mt. Hope
        Project. In February 2008, we entered into the Joint Venture with POS-Minerals
        and we now own 80% of the Mt. Hope Project and POS-Minerals owns the
        remaining 20%. While these ownership interests and/or required contributions
        can
        change based on the failure of GMI to satisfy specified conditions, including
        the receipt of the necessary permits to develop and operate the Mt. Hope
        Project by December 31, 2009, failure to achieve production by December 31,
        2011
        for reasons other than force majeure, or non-payment of amounts due under
        the
        Joint Venture by either party, we expect the ownership interests in the Joint
        Venture to remain as they are now through the life of the project and the
        contributions to be received in the amounts that follow.
  Pursuant
        to the terms of the Joint Venture, POS-Minerals agreed to make cash
        contributions to the Joint Venture in the aggregate amount of
        $170.0 million in exchange for their 20% interest, of which
        $50.0 million was received in February 2008, $50.0 million is to be
        received in July 2008 (the “February 2008 and July 2008 Contributions”), and the
        remaining $70.0 million is to be received on the POS-Minerals Third
        Contribution Date. These initial funds are available to fund the Mt. Hope
        Project development costs incurred subsequent to the Closing Date. Additionally,
        in May 2008, GMI will pay to POS-Minerals an estimated $2.8 million as a
        final
        purchase price adjustment based on the terms of the Joint Venture related
        to the
        difference in the budgeted versus actual expenditures of the Mt. Hope Project
        prior to the Closing Date.
  We
        are
        required, pursuant to the Joint Venture, to advance funds in excess of the
        February 2008 and July 2008 Contributions required for the development of
        the
        Mt. Hope Project until the POS-Minerals Third Contribution Date, at which
        point POS-Minerals is required to reimburse us for their 20% share of all
        development costs incurred from January 1, 2008 through the POS-Minerals
        Third
        Contribution Date. All amounts incurred subsequent to the POS-Minerals Third
        Contribution Date will be allocated and funded pro rata based on each party’s
        ownership interest.
  **The
        Liberty Property.** We are
        currently in the process of exploration and evaluation of the Liberty
        Property.
  At
        December 31, 2006, the Liberty Property was subject to a 12 percent
        royalty payable with respect to the net revenues generated from molybdenum
        or
        copper minerals removed from the properties purchased. In January 2007, we
        completed the acquisition of all of the issued and outstanding shares of
        the corporation that held the 12 percent net smelter royalty interest in
        the mineral rights of the Liberty Property and, as a result of this purchase,
        we
        now own the Liberty Property and all associated mineral rights without future
        royalty obligations. We paid approximately $3.7 million in cash at closing,
        net of cash acquired of $1.2 million, for this purchase. In addition, at
        first commercial production of the Liberty Property, we are obligated to
        pay an
        additional $6.0 million. Because we cannot determine beyond a reasonable
        doubt that the mine will attain commercial production, we have not recognized
        the $6.0 million liability in our financial statements. In connection with
        the acquisition, we also received restricted cash totaling $0.5 million and
        assumed reclamation and remediation costs, accounts payable and accrued
        liabilities of $0.3 million.
  -
            9 -
  **Summary.** The
        following is a summary of mining properties, land and water rights at March
        31,
        2008 and December 31, 2007 (in thousands):
  **At
                  March 31,**
                **2008**
              
              **At
                  December 31,**
                **2007**Mt. Hope
                  Project:Development
                  costs
              
              $
              14,261
              
              $
              7,989Mineral,
                  land and water rights
              
              
              10,253
              
              
              9,792Advance
                  Royalties
              
              
              1,980
              
              
              1,100Total
                  Mt. Hope Project
              
              
              26,494
              
              
              18,881Total
                  Liberty Property
              
              
              9,808
              
              
              9,808Other
                  Properties
              
              
              889
              
              
              889Total
              
              $
              37,191
              
              $
              29,578
 
 **NOTE
        5** **—
        COMMON STOCK UNITS, COMMON STOCK AND COMMON STOCK WARRANTS**
  **Three
        Months ended March 31, 2008**
  During
        the three months ended March 31, 2008, we had the following issuances of
        common
        stock. We issued 125,930 shares of common stock upon the cashless exercise
        of warrants. Warrants and options in the amount of 2,688,476 and 65,000,
        respectively, were exercised for cash in the amount of $11.4 million and
        $0.3 million, respectively.
  **Year
        ended December 31, 2007**
  During
        the year ended December 31, 2007, we completed the private placement of
        units for gross proceeds of $25.0 million less placement agent and finder’s
        fees of $1.5 million. In the aggregate, we issued 7,352,942 units at a
        price of $3.40 per unit in this private placement. Each unit consisted of
        one share of common stock and a warrant to purchase one half of one share
        of
        common stock. Each warrant was exercisable at a price of $5.20 per whole
        share for a period of one year from the date of closing. The units were offered
        and sold pursuant to exemptions from registration under Regulation S of the
        Securities Act of 1933, as amended (the “Securities Act”), for offers and sales
        occurring outside the United States, and Rule 506 of Regulation D and
        Section 4(2) of the Securities Act, as a transaction not involving any
        public offering.
  In
        November 2007, we entered into a Securities Purchase Agreement with an affiliate
        of ArcelorMittal S.A. (“ArcelorMittal”) whereby we sold to ArcelorMittal
        8,256,699 previously un-issued shares of our common stock for $8.50 per
        share. In connection with the Securities Purchase Agreement, we also entered
        into a molybdenum supply agreement that provides for ArcelorMittal to purchase
        6.5 million pounds per year, plus or minus 10%, once the Mt. Hope
        Project commences commercial operations. The agreement provides for a floor
        price along with a discount for spot prices above the floor price and expires
        five years after the commencement of commercial production. In connection
        with
        arranging the relationship with ArcelorMittal, Coghill Capital Management,
        LLC
        and CCM Master Qualified Fund, Ltd., entities under common control, and,
        combined, our largest stockholder, received warrants to purchase
        1.0 million shares of our common stock at an exercise price of
        $10.00 per share. The warrants will be exercisable once we have received
        the financing necessary for the commencement of commercial production at
        the
        Mt. Hope Project and will expire one year from such date. These warrants
        were valued at $4.7 million and were recorded as issuance costs.
  Also
        during the year ended December 31, 2007, we had the following issuances of
        common stock. We issued 369,715 shares of common stock upon the cashless
        exercise of warrants and 361,014 shares of common stock upon the cashless
        exercise of stock options. Warrants and options in the amount of 4,261,689
        and
        1,450,833 were exercised for cash in the amount of $9.3 million and
        $1.2 million, respectively. We also issued 304,950 shares of common
        stock with a total value of $1.1 million as consideration for land and
        water rights for the Mt. Hope Project and the Liberty Property and services
        received. During the year ended December 31, 2007, stockholders returned to
        the Company 38,998 shares of common stock due to a stock option exercise
        pricing error in 2006.
  -
            10 -
  The
        following is a summary of common stock warrant activity from January 1, 2007
        through the three months ended March 31, 2008:
  **Number
                  of Shares**
                **Under
                  Warrants**
              
              **Exercise
                  Price**Balance
                  at January 1, 2007
              
              
              12,217,675
              
              $
              0.80
                  to $3.75Issued
                  in connection with private placements and other
              
              
              3,676,471
              
              $
              5.20Issued
                  as finders fee
              
              
              1,000,000
              
              $
              10.00Exercised
                  for cash
              
              
              (4,261,689
              )
              $
              0.80
                  to $3.75Exercised
                  in cashless exchange
              
              
              (542,000
              )
              $
              1.00
                  to $3.75Expired
              
              
              (10,000
              )
              $
              1.00Balance
                  at December 31, 2007
              
              
              12,080,457
              
              $
              0.80
                  to $10.00Exercised
                  for cash
              
              
              (2,688,476
              )
              $
              0.80
                  to $5.20Exercised
                  in cashless exchange
              
              
              (187,500
              )
              $
              3.75Balance
                  at March 31, 2008
              
              
              9,204,481
              
              $
              2.10
                  to $10.00Weighted
                  average exercise price
              
              $
              4.67
 
 Of
        the
        warrants outstanding at March 31, 2008, 6,511,834 are exercisable at $3.75
        per warrant and expire February 2011; 1,617,647 were exercised for cash at
        $5.20
        per share in April 2008; 1,000,000 are exercisable at $10.00 per share and
        are
        expected to expire in 2010 and the remaining 75,000 are exercisable at $2.10
        per
        share and expire in August 2008.
  **NOTE
        6** **—
        PREFERRED STOCK**
  Pursuant
        to our Certificate of Incorporation we are authorized to issue
        10,000,000 shares of $.001 per share par value preferred stock. The
        authorized but unissued shares of preferred stock may be issued in
        designated series from time to time by one or more resolutions adopted by
        our
        board of directors. The directors have the power to determine the preferences,
        limitations and relative rights of each series of preferred stock. At
        December 31, 2007 and March 31, 2008, no shares of preferred stock
        were issued or outstanding.
  **NOTE
        7** **—
        COMMON STOCK OPTIONS**
  During
        2006, our board of directors and stockholders adopted the Company 2006 Equity
        Incentive Plan (the “2006 Plan”). In October 2007, our stockholders approved an
        amendment to the 2006 Plan increasing the amount of shares that may be issued
        under the 2006 Plan from 3,500,000 to 5,100,000. During 2004, our board of
        directors and stockholders adopted the Company 2003 Stock Option Plan (the
“2003
        Plan” and together with the 2006 Plan, the “Plans”). The purpose of the Plans is
        to give us greater ability to attract, retain, and motivate our officers
        and key
        employees. The Plans are intended to provide us with ability to provide
        incentives more directly linked to the success of our business and increases
        in
        stockholder value.
  Under
        the
        2006 Plan, our board of directors is authorized to grant incentive stock
        options
        (“ISOs”) to employees (pursuant to Internal Revenue Code 422), non-statutory
        stock options, restricted stock awards, restricted stock units and stock
        appreciation rights. The aggregate number of shares of common stock that
        may be
        issued pursuant to awards granted under the 2006 Plan will not exceed 5,100,000,
        plus the number of shares that are ungranted and those that are subject to
        reversion under the 2003 Plan. As of March 31, 2008, the maximum number of
        shares available for issuance under the 2003 Plan was 360,000 shares.
        Shares under the 2003 Plan that become eligible for awards under the 2006
        Plan
        may not be granted again under the 2003 Plan.
   -
            11 -
  During
        the three months ended March 31, 2008, we granted 160,000 options under the
        2006
        Plan with an exercise price ranging from $7.80 to $11.45 with vesting at
        various
        dates through 2011. These options were granted to officers and employees
        of the
        Company. The fair value of each option is estimated on the issue date using
        the
        Black-Scholes Option Price Calculation. The following assumptions were made
        in
        estimating the fair value: risk free interest of 1.5% to 5.0%; volatility
        of 79%
        to 93%; dividend rate of 0%; and expected life of from 3.5 to 5.5 years.
        The total value of options awarded during the three months was calculated
        at
        $0.9 million. Expense was recorded of $0.5 million and
        $0.4 million was capitalized as part of development costs for the options
        which were earned during the three months ended.
  During
        the year ended December 31, 2007, we granted 2,730,000 options under the
        2006 Plan with an exercise price ranging from $2.41 to $10.66 with vesting
        at
        various dates through 2009. These options were granted to members of our
        board
        of directors, officers, and employees. The fair value of each option is
        estimated on the issue date using the Black-Scholes Option Price Calculation.
        The following assumptions were made in estimating the fair value: risk free
        interest of 4.10% to 4.96%; volatility of 76% to 93%; dividend rate of 0%;
        and
        expected life of from 2.0 to 2.8 years. The total value of options awarded
        during the year was calculated at $7.6 million. Expense was recorded of
        $4.3 million and $0.5 million was capitalized as part of development
        costs for the options which were earned during the year.
  The
        following is a summary of our stock option plans as of March 31,
        2008:
  **Number of**
                **Securities to be**
                **Issued Upon**
                **Exercise of**
                **Outstanding Options**
              
              
              **Weighted Average**
                **Exercise Price of**
                **Outstanding Options**
              
              
              **Number of**
                **Securities**
                **Remaining Available**
                **for Future Issuance**
                **Under Equity**
                **Compensation Plans**Equity
                  compensation plans not approved by security holders
              
              
              1,282,500
              
              $
              1.33
              
              
              n/aEquity
                  compensation plans approved by security holders:2006
                  Plan
              
              
              2,790,000
              
              
              5.51
              
              
              1,246,0382003
                  Plan
              
              
              90,000
              
              
              1.55
              
              
              360,000Total
              
              
              4,162,500
              
              $
              4.13
              
              
              1,606,038
 
 (1)
              The
                  aggregate number of shares of common stock that may be issued pursuant
                  to
                  awards granted under the 2006 Equity Incentive Plan will not exceed
                  5,100,000, plus the number of shares that are ungranted and those
                  that are
                  subject to reversion under 2003 Stock Plan. Shares under the 2003
                  Plan
                  that become eligible for awards under the 2006 Plan may not be
                  granted
                  again under the 2003 Plan.
   -
            12 -
  The
        following is a summary of stock option activity in 2007 and for the three
        months
        ended March 31, 2008:
  **Number of Shares**
                **Under Options**
              
              
              **Weighted Average**
                **Exercise Price**Outstanding
                  January 1, 2007
              
              
              3,650,000
              
              $
              1.48Granted
              
              
              2,730,000
              
              
              5.21Exercised
              
              
              (2,170,833
              )
              
              1.54Forfeited
              
              
              (91,667
              )
              
              2.56Expired
              
              
              (50,000
              )
              
              3.20Outstanding
                  December 31, 2007
              
              
              4,067,500
              
              $
              3.91Exercisable
                  at December 31, 2007
              
              
              2,350,832
              
              $
              2.38Weighted
                  Average Fair Value Granted During 2007
              
              $
              2.77Outstanding
                  January 1, 2008
              
              
              4,067,500
              
              $
              3.91Granted
              
              
              160,000
              
              
              9.90Exercised
              
              
              (65,000
              )
              
              4.33Outstanding
                  March 31, 2008
              
              
              4,162,500
              
              $
              4.13Exercisable
                  at March 31, 2008
              
              
              2,645,832
              
              $
              2.48Weighted
                  Average Fair Value Granted During 2008
              
              $
              5.45
  **Stock
        A** **wards
        Under the 2006 Plan**
  During
        the year ended December 31, 2007, we issued 250,000 shares of common
        stock to an officer of the Company that were earned based on achieving
        certain performance based milestones established **.** Additionally,
        during the year ended December 31, 2007, we reserved for issuance
        535,000 shares of non-vested common stock for officers and employees of the
        Company of which 280,000 were issued upon achievement of certain performance
        based milestones in the three months ended March 31, 2008 and the remaining
        255,000 will vest and be issued based on the achievement of
        certain performance based milestones established for each
        person **.**
  During
        the three months ended March 31, 2008 and the year ended December 31, 2007,
        we
        issued 67,296 and 160,000 shares, respectively, to directors that vest over
        one and two year periods in exchange for services as board members. During
        the
        three months ended March 31, 2008, two of the directors retired, forfeiting
        a
        total of 63,334 shares of such stock. Also during the three months ended
        March
        31, 2008 and the year ended December 31, 2007, we issued 10,000 shares and
        5,000 shares, respectively, to retiring board members in exchange for
        services rendered.
  The
        total
        value of stock awards granted and expensed during the three months ended
        March
        31, 2008 was $0.3 million. The total value of stock awards granted during
        the
        year ended December 31, 2007was $3.2 million of which $1.9 million was
        expensed and $1.3 million was capitalized as part of development
        costs.
  **NOTE
        8** **—
        INCOME TAXES**
  At
        March
        31, 2008 and December 31, 2007, we had deferred tax assets principally
        arising from the net operating loss carry forwards for income tax purposes
        multiplied by an expected rate of 35%. As our management cannot determine
        that
        it is more likely than not that we will realize the benefit of the deferred
        tax
        assets, a valuation allowance equal to the deferred tax asset has been
        established at March 31, 2008 and December 31, 2007. The significant
        components of the deferred tax asset at March 31, 2008 and December 31,
        2007 were as follows (in thousands):
  -
            13 -
  **March 31,**
                **2008**
              
              **December 31,**
                **2007**Operating
                  loss carry forward
              
              $
              40,858
              
              $
              39,755Unamortized
                  exploration expense
              
              
              11,567
              
              
              8,268Deductible
                  stock based compensation
              
              
              320
              
              
              1,914Net
                  operating loss carry forward
              
              $
              52,745
              
              $
              49,937Deferred
                  tax asset
              
              $
              18,461
              
              $
              17,478Deferred
                  tax asset valuation allowance
              
              $
              (18,461
              )
              $
              (17,478
              )Net
                  deferred tax asset
              
              $
              —
              
              $
              —
 
  At
        March
        31, 2008 and December 31, 2007, we had net operating loss carry forwards of
        approximately $52.7 million and $49.9 million, respectively, which
        expire in the years 2022 through 2027.
  **NOTE
        9—COMMITMENTS AND CONTINGENCIES**
  **Mt. Hope
        Project**
  Eureka
        Moly currently has a 30-year renewable lease with Mount Hope Mines, Inc.
        (“MHMI”) for the Mt. Hope Project (as amended, the “Mt. Hope Lease”).
        The Mt. Hope Lease may be terminated upon the expiration of its 30-year
        term, earlier at the election of Eureka Moly, or upon Eureka Moly’s material
        breach and failure to cure such breach. If Eureka Moly terminates the lease,
        termination is effective 30 days after receipt by MHMI of written notice
        to
        terminate the Mt. Hope Lease and no further payments would be due to MHMI.
        In order to maintain the lease, Eureka Moly must pay certain deferral fees
        and
        advance royalties as discussed below.
  Pursuant
        to the terms of the Mt. Hope Lease, the underlying total royalty on
        production payable to MHMI, less certain deductions, is the greater of:
        (i) $0.25 per pound of molybdenum metal (or the equivalent of some other
        product) sold or deemed to be sold from the Mt. Hope Project; (ii) 3.5% if
        the average gross level of products sold is equal to or lower than
        $12.00 per pound; (iii) 4.5% if the average gross level of products sold is
        higher than $12.00 per pound, but equal to or lower than $15 per pound, and
        (iv) 5% if the average gross level of products sold is higher than $15 per
        pound (the “Production Royalties”). Additionally, Eureka Moly is obligated to
        pay Exxon Mineral Company a 1% net smelter royalty on all
        production.
  The
        Mt. Hope Lease requires a royalty advance (the “Construction Royalty
        Advance”) of the greater of $2.5 million or 3% of the construction capital
        cost estimate upon the earliest of Eureka Moly securing project financing
        in
        sufficient amounts to develop and put the Mt. Hope Project into operation
        at an annual production level of at least 10 million pounds or
        October 19, 2008.
  Eureka
        Moly has the right to defer the Construction Royalty Advance for one or two
        years by payment of a deferral fee (the “Deferral Fee”) in the amount of
        $0.4 million on or before October 19, 2008 and October 19, 2009
        in the event project financing for the project has not been secured by each
        of
        the dates. By October 19, 2010, Eureka Moly must pay at a minimum
        $2.5 million of the Construction Royalty Advance with the remainder due
        upon securing project financing or 50% of the remainder on October 19, 2011
        and the other 50% due on October 19, 2012.
  Once
        the
        Construction Royalty Advance has been paid in full, Eureka Moly is obligated
        to
        pay an advance royalty (the “Annual Advance Royalty”) each October 19
        thereafter in the amount of $0.5 million per year. The Construction
        Royalty Advance and the Annual Advance Royalty are collectively referred
        to as
        the “Advance Royalties”. All Advance Royalties are credited against the
        Production Royalties once the mine has achieved commercial production. The
        Deferral Fees are not recoverable against Production Royalties.
  Eureka
        Moly is obligated to pay the Construction Royalty Advance each time capital
        is
        raised for the Mt. Hope Project. Based on the current estimate of raising
        capital and developing and operating the mine, we believe Eureka Moly’s
        contractual obligations under the Mt. Hope Lease will be as shown in the
        following table (in thousands). This estimate is based on our current estimates
        of the timing of securing project financing and construction capital costs.
        The
        amounts shown are the total amounts (in thousands) remaining at March 31,
        2008
        under the contracts to Eureka Moly. Through March 31, 2008, we have advanced
        a
        total of $2.0 million.
  -
            14 -
  **Year**
              
              **Deferral
                  Fees**
              
              **Advance
                  Royalties**
              
              **Total**2008
              
              $
              350
              
              $
              1,320
              
              $
              1,6702009
              
              
              —
              
              
              18,200
              
              
              18,2002010
              
              
              —
              
              
              500
              
              
              5002011
              
              
              —
              
              
              —
              
              
              —Thereafter
                  (1)
              
              
              —
              
              
              —
              
              
              —Total
              
              $
              350
              
              $
              20,020
              
              $
              20,370
 
 (1)
                  After
                      the first full year of production, Eureka Moly estimates that
                      the
                      Production Royalties will be in excess of the Annual Advance
                      Royalties for
                      the life of the project and, further, the Construction Royalty
                      Advance
                      will be fully recovered (credited against MHMI Production Royalties)
                      by
                      the end of 2012.
  **Deposits
        on property, plant and equipment**
  As
        a
        continuing part of the development of the Mt. Hope Project, Eureka Moly has
        begun to place orders for mining and milling equipment that must be built
        to the
        mine’s specifications and requires a long lead time for engineering and
        manufacturing. Contractual commitments for long lead items require progress
        payments during the engineering and construction of the equipment and have
        cancellation penalties in the event Eureka Moly cancels the
        contract.
  In
        September and October 2007, we entered into three contracts to purchase a
        primary crusher, a semi-autogenous mill, two ball mills and various motors
        for
        the mills. Additionally, in February 2008, we entered into a contract to
        purchase two electric shovels. At March 31, 2008 and December 31, 2007,
        $7.8 million and $0.5 million, respectively, had been paid under the
        contracts and at March 31, 2008 Eureka Moly has committed to the following
        additional amounts under the contracts by year (in thousands). The amounts
        shown
        are the total amounts under the contracts to Eureka Moly.
  **Year**
              
              **Total**2008
                  (remainder)
              
              $
              24,4572009
              
              
              62,0772010
              
              
              1,009Total
              
              $
              87,543
 
 **ITEM
        2.**  **MANAGEMENT’S
        DISCUSSION AND ANALYSIS** **OF
        FINANCIAL CONDITION AND RESULTS OF OPERATIONS**
  References
        made in this Quarterly Report of Form 10-Q to “we,” “our,” “us,” the “Company,”
or “GMI” refer to General Moly, Inc.
  The
        following discussion and analysis of our financial condition and results
        of
        operations constitutes management’s review of the factors that affected our
        financial and operating performance for the three months ended March 31,
        2008 and 2007. This discussion should be read in conjunction with the financial
        statements and notes thereto contained elsewhere in this report and in our
        Annual Report on Form 10-KSB, for the year ended December 31,
        2007.
  **Overview**
  We
        are a
        development stage company and are currently proceeding with the development
        of
        the Mt. Hope Project. We are also conducting exploration and evaluation
        activities on our Liberty Property.
   -
            15 -
  On
        October 4, 2007, our Board of Directors approved the development of the
        Mt. Hope Project as contemplated in the Bankable Feasibility Study. The
        development of the Mt. Hope Project has an estimated total capital
        requirement of approximately $1.0 billion comprised of initial construction
        cost in excess of $850.0 million (in 2007 dollars); $53.0 million in
        cash bonding requirements; $22.0 million in Advance Royalty Payments; and
        amounts necessary for financing costs and working capital. The accuracy of
        the
        estimate is considered to be plus or minus 15%. Such capital requirements
        are
        based on management’s estimates based on the Bankable Feasibility Study and
        other available information, and are subject to change, which changes could
        be
        material.
  Effective
        as of January 1, 2008, we contributed all of our interest in the assets
        related to the Mt. Hope Project, including the Mt. Hope Lease, to
        Eureka Moly and in February 2008 (the “Closing Date”)  entered
        into the
        Mt. Hope Project joint venture with POS-Minerals (the “Joint Venture”).
        Under the terms of the Joint Venture, POS-Minerals owns a 20% interest in
        Eureka
        Moly and General Moly, through a subsidiary, owns an 80% interest. While
        these ownership interests and/or required contributions can change based
        on the
        failure of GMI to satisfy certain specified conditions, including the receipt
        of
        the necessary permits to develop and operate the Mt. Hope Project by
        December 31, 2009, failure to achieve production by December 31, 2011 for
        reasons other than force majeure, or non-payment of amounts due under the
        Joint
        Venture by either party, we expect the interests to remain as they are now
        through the life of the project and the contributions to be received in the
        amounts that follow.
  Pursuant
        to the terms of the Joint Venture, POS-Minerals agreed to make cash
        contributions to The Joint Venture in the aggregate amount of
        $170.0 million in exchange for their 20% interest, of which
        $50.0 million was received in February 2008, $50.0 million is to be
        received in July 2008 (the “February 2008 and the July 2008 Contributions”), and
        the remaining $70.0 million is to be received once the Mt. Hope
        Project receives the necessary permits to develop and operate the project
        (the
“POS-Minerals Third Contribution Date”). These initial funds are available to
        fund the Mt. Hope Project development costs incurred subsequent to the
        Closing Date. Additionally, in May 2008, GMI will pay to POS-Minerals an
        estimated $2.8 million as a final purchase price adjustment based on the
        terms
        of the Joint Venture related to the difference in the budgeted versus actual
        expenditures of the Mt. Hope Project prior to the Closing Date.
  We
        are
        required, pursuant to the Joint Venture, to advance funds in excess of the
        February 2008 and July 2008 Contributions required for the development of
        the
        Mt. Hope Project until the POS-Minerals Third Contribution Date at which
        point POS-Minerals is required to reimburse us for their 20% share of all
        development costs incurred from the Closing Date through the POS-Minerals
        Third
        Contribution Date. All amounts incurred subsequent to the POS-Minerals Third
        Contribution Date will be allocated and funded pro rata based on each party’s
        ownership interest.
  Additional
        capital will be required through the commencement of Mt. Hope production
        estimated to be in late 2010. Our ability to develop the project on time
        and on
        budget is dependent on, among other things, our ability to raise the necessary
        capital to fund the Mt. Hope Project both in sufficient quantity of capital
        and at the time such capital is needed. Additionally, if the estimated costs
        of
        the Mt. Hope Project are exceeded we will need to raise additional capital
        to fund such overruns.
  We
        do not
        currently have the capital necessary to complete the Mt. Hope Project and,
        accordingly, plan to raise the capital on an ongoing basis when needed. The
        receipt of the $50.0 million Joint Venture capital contribution by POS-Minerals
        in July 2008, existing cash on hand at March 31, 2008, and $8.4 million received
        in April 2008 from the exercise of outstanding warrants should be sufficient
        to
        fund planned operations for the Mt. Hope Project, as well as our other
        planned operations, through the end of 2008. If we are unable to raise
        sufficient quantities of capital when needed, it will be necessary to develop
        alternative plans that could delay the development and completion of the
        Mt. Hope Project. There is no assurance that we will be able to obtain the
        necessary financing for the Mt. Hope Project on customary or favorable
        terms, or at all.
  We
        will
        also require additional capital to continue the exploration and evaluation
        of
        the Liberty Property, as well as continue payment of ongoing general,
        administrative and operations costs associated with supporting our planned
        operations.
   -
            16 -
  **Liquidity
        and Capital Resources**
  We
        have
        limited capital resources and thus have had to rely upon the sale of equity
        securities and the formation of a joint venture for the cash required for
        exploration and development purposes, for mineral property acquisitions and
        to
        fund our general and administration costs. Since we do not expect to generate
        any revenues until the Mt. Hope Project begins production, we will rely on
        the sale of our equity and debt securities, bank financing and joint venture
        arrangements to raise capital. There can be no assurance that financing will
        be
        available to us in the amount required at any particular time or for any
        period
        or, if available, that it can be obtained on terms satisfactory to
        us.
  Our
        cash
        balance at March 31, 2008 was $79.3 million compared to $78.4 million
        at December 31, 2007. Additionally we have $39.5 million of funds from
        POS-Minerals’ initial contribution in February that have not yet been spent in
        the continuing development of the Mt. Hope Project and are shown as
        restricted cash. The restricted cash is available for the continuing development
        of the Mt. Hope Project.
  Total
        assets as at March 31, 2008 were $168.6 million compared to
        $110.3 million as of December 31, 2007. These increases were due
        primarily to the receipt of $50.0 million from POS-Minerals in February 2008
        pursuant to the Joint Venture, and proceeds from exercises of warrants and
        options totaling $11.6 million offset by expenditures for continuing exploration
        and evaluation of our Liberty Property, plus expenditures for our general
        and
        administrative costs.
  As
        discussed above, in addition to the $50.0 million we received from
        POS-Minerals in February 2008, we are scheduled to receive an additional
        $50.0 million in July 2008, and $70.0 million at the time Eureka Moly
        receives the necessary permits to develop and operate the Mt. Hope Project
        (including the record of decision for the Mt. Hope Project), which is
        expected in mid-2009. Additionally, POS-Minerals will fund approximately
        $65.0 million on the POS-Minerals Third Contribution Date, which represents
        POS-Minerals’ share of the anticipated project costs from January 1, 2008
        through the POS-Minerals Third Contribution Date.
  We
        believe the cash on hand at March 31, 2008 (including the cash restricted
        for
        use in the Joint Venture), the expected receipt of $50.0 million from
        POS-Minerals in July 2008, and $8.4 million received in April 2008 from the
        exercise of outstanding warrants will be sufficient to fund our joint venture
        development, exploration, evaluation and operating activities, as well as
        our
        other planned operations, through the end of the year ending December 31,
        2008.
  As
        discussed above in the overview section, we will require, and continue to
        require additional funds on an ongoing basis until we have completed the
        development of the Mt. Hope Project and profitable producing operations are
        achieved at the Mt. Hope Project. There is no assurance that we will be
        able to obtain the necessary financing for the Mt. Hope Project on
        customary terms, or at all.
  **Results
        of Operations**
 
 For
        the
        three months ended March 31, 2008 we had a net loss of $5.2 million compared
        with a net loss of $9.1 million in the same period for 2007.
 
 For
        the
        three months ended March 31, 2008 and March 31, 2007, exploration and evaluation
        expenses were $2.5 million and $3.8 million, respectively. During the three
        months ended March 31, 2007 both our Mt. Hope Project and our Liberty Property
        were in the exploration and evaluation stage. In October 2007 the Mt. Hope
        Project advanced to the development stage. For the three months ended March
        31,
        2008 exploration and evaluation costs were incurred on the Liberty Property
        as
        we progressed to the completion of a pre-feasibility study on the Liberty
        Property that was completed in April 2008.
 
 For
        the
        three months ended March 31, 2008 and March 31, 2007, general and administration
        expenses were $3.2 million and $5.4 million, respectively. During the three
        months ended March 31, 2008 and March 31, 2007 we incurred $.9 million and
        $3.1
        million, respectively, in non-cash equity compensation for management and
        directors. The amounts in 2007 were significantly higher than in 2008 as
        a
        greater amount of equity compensation was incurred during the first quarter
        of
        2007 as we added new Officers and Directors as part of a reorganization and
        expansion of the executive team compared with the same period in 2008. The
        cash
        portion of our general and administrative expense was approximately the same
        in
        both periods.
  -
            17 -
  Interest
        income was $.5 million for the three months ended March 31, 2008 compared
        with
        $.2 million for the same period in 2007 as a result of higher cash balances
        in
        2008.
 
  **Changes
        in Accounting Policies**
  We
        did
        not change our accounting policies during the three months ended March 31,
        2008.
  **ITEM
        3.**  **QUANTITATIVE
        AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK**
  **Commodity
        Price Risk**
  We
        are a
        development stage company in the business of the exploration, development
        and
        mining of properties primarily containing molybdenum. As a result, upon
        commencement of production, estimated to begin at the Mt. Hope Project in
        late 2010, our financial performance could be materially affected by
        fluctuations in the market price of molybdenum and other metals we mine.
        The
        market prices of specialty, base and precious metals, such as molybdenum,
        copper, gold and silver, can fluctuate widely due to number factors. These
        factors include fluctuations with respect to the rate of inflation, the exchange
        rates of the US dollar and other currencies, interest rates, global or regional
        political and economic conditions and banking crises, global and regional
        demand, production costs in major molybdenum producing areas, and investor
        sentiment.
  In
        order
        to better manage commodity price risk and to seek to reduce the impact of
        fluctuations in prices, we will seek to enter into long term supply contracts.
        On December 28, 2007, we entered into a molybdenum supply agreement with
        ArcelorMittal that provides for ArcelorMittal to purchase 6.5 million
        pounds of per year, plus or minus 10%, once the Mt. Hope Project commences
        commercial operations. The supply agreement provides for a floor price along
        with a discount for spot prices above the floor price and expires five years
        after the commencement of commercial production at the Mt. Hope
        Project.
  While
        we
        have not used derivative financial instruments in the past, we may elect
        to
        enter into derivative financial instruments to manage commodity price risk.
        We
        have not entered into any market risk sensitive instruments for trading or
        speculative purposes and do not expect to enter into derivative or other
        financial instruments for trading or speculative purposes.
  **Interest
        Rate Risk**
  As
        of
        March 31, 2008, we had a balance of cash and cash equivalents and restricted
        cash of $118.8 million. If and to the extent that these funds were invested
        in
        interest bearing instruments during the entire three month period ended March
        31, 2008, a hypothetical 1% point decrease in the rate of interest earned
        on
        these funds would affect our income for the three month period ended March
        31,
        2008 by approximately $0.3 million.
  **ITEM** **4.**  **CONTROLS
        AND PROCEDURES**
  An
        evaluation was performed under the supervision and with the participation
        of our
        management, including our principal executive officer and principal financial
        officer, of the effectiveness of our disclosure controls and procedures (as
        defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act
        of 1934) as of the end of the period covered by this Quarterly Report on
        Form 10-Q. Based on the foregoing, our management concluded that our
        disclosure controls and procedures are effective to ensure that information
        required to be disclosed by us in reports that we file or submit under the
        Exchange Act is recorded, processed, summarized and reported within the time
        periods specified in the Securities and Exchange Commission rules and forms
        and
        such information is accumulated and communicated to our management, including
        our principal executive officer and principal financial officer, to allow
        timely
        decisions regarding required disclosure.
   -
            18 -
  There
        was
        no change in our internal control over financial reporting that occurred
        during
        the quarter ended March 31, 2008 that has materially affected, or is reasonably
        likely to materially affect, our internal control over financial
        reporting.
  **PART
        II**
  **OTHER
        INFORMATION**
  **ITEM
        1.**  **LEGAL
        PROCEEDINGS**
  We
        are
        involved from time to time in litigation incidental to our business. We believe
        that the outcome of current litigation is not expected to have a material
        adverse effect on our results of operations or financial condition.
  **ITEM
        1A.**  **RISK
        FACTORS.**
  Our
        Annual Report on Form 10-KSB for the year ended December 31, 2007,
        including the discussion under the heading “Risk Factors” therein, and this
        report describe risks that may materially and adversely affect our business,
        results of operations or financial condition. The risks described in our
        Annual
        Report on Form 10-KSB and this report are not the only risks facing us.
        Additional risks and uncertainties not currently known to us or that we
        currently deem to be immaterial also may materially adversely affect our
        business, financial condition and/or operations.
  **Special
        Note Regarding Forward-Looking Statements**
  Certain
        statements in this report may constitute forward-looking statements, which
        involve known and unknown risks, uncertainties and other factors, which may
        cause actual results, performance or achievements of our Company, the
        Mt. Hope Project, Liberty Property and our other projects, or industry
        results, to be materially different from any future results, performance
        or
        achievements expressed or implied by such forward-looking statements. We
        use the
        words “may,” “will,” “believe,” “expect,” “anticipate,” “intend,” “future,”
“plan,” “estimate,” “potential,” and other similar expressions to identify
        forward-looking statements. These forward-looking statements are subject
        to a
        number of risks, uncertainties and assumptions that could cause actual results
        to differ materially from those in the forward looking statements. Such risks,
        uncertainties and assumptions are described in the “Risk Factors” section
        included in our Annual Report on Form 10-KSB for the year ended
        December 31, 2007 and this report, and include, among other
        things:
  •
              our
                  dependence on the success of the Mt. Hope
                  Project;
 •
              the
                  ability to obtain all required permits and approvals for the Mt. Hope
                  Project and the Liberty Property;
 •
              issues
                  related to the management of the Mt. Hope Project pursuant to the
                  Mt. Hope Joint Venture;
 •
              risks
                  related to the failure of POS-Minerals to make contributions pursuant
                  to
                  the Mt. Hope Joint Venture;
 •
              fluctuations
                  in the market price of, and demand for, molybdenum and other
                  metals;
 •
              the
                  estimation and realization of mineral reserves, if
                  any;
 •
              the
                  timing of exploration, development and production activities and
                  estimated
                  future production, if any;
 •
              estimates
                  related to costs of production, capital, operating and exploration
                  expenditures;
 •
              requirements
                  for additional capital and the possible sources of such
                  capital;
 •
              government
                  regulation of mining operations, environmental conditions and risks,
                  reclamation and rehabilitation
                  expenses;
 •
              title
                  disputes or claims; and
 •
              limitations
                  of insurance coverage.
 
 You
        should not place undue reliance on these forward-looking statements, which
        speak
        only as of the date of this report. These forward-looking statements are
        based
        on our current expectations and are subject to a number of risks and
        uncertainties, including those set forth above. Although we believe that
        the
        expectations reflected in these forward-looking statements are reasonable,
        our
        actual results could differ materially from those expressed in these
        forward-looking statements, and any events anticipated in the forward-looking
        statements may not actually occur. Except as required by law, we undertake
        no
        duty to update any forward-looking statements after the date of this report
        to
        conform those statements to actual results or to reflect the occurrence of
        unanticipated events. We qualify all forward-looking statements contained
        in
        this report by the foregoing cautionary statements.
  -
            19 -
  **ITEM
        2.**  **UNREGISTERED
        SALES OF EQUITY SECURITIES AND USE OF PROCEEDS**
  None.
  **ITEM
        3.**  **DEFAULTS
        UPON SENIOR SECURITIES**
  None.
  **ITEM
        4.**  **SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**
  None.
  **ITEM
        5.**  **OTHER
        INFORMATION**
  None.
  **ITEM
        6.**  **EXHIBITS**
  **Exhibit
                  Number**
              
              **Description
                  of Exhibit**2.1†
              
              Agreement
                  and Plan of Merger, dated October 5, 2007 (Filed as Exhibit 99.1
                  to our
                  Current Report on Form 8-K filed on October 5, 2007.)3.1†
              
              Certificate
                  of Incorporation (Filed as Exhibit 3.1 to our Current Report on
                  Form 8-K
                  filed on October 5, 2007.)3.2†
              
              Bylaws
                  (Filed as Exhibit 3.2 to our Current Report on Form 8-K filed on
                  October
                  5, 2007.)4.1†
              
              Form of
                  Security Purchase Agreement in connection with the private placement
                  completed February 15, 2006 (Filed as Exhibit 4.1 to our Current
                  Report on Form 8-K filed on February 17,
                  2006.)4.2†
              
              Form of
                  Common Stock Purchase Warrant in connection with the private placement
                  completed February 15, 2006 (Filed as Exhibit 4.2 to our Current
                  Report on Form 8-K filed on February 17,
                  2006.)4.3†
              
              Form of
                  Common Stock Warrant Issued Pursuant to Placement Agent Agreement
                  in
                  connection with the private placement completed February 15, 2006
                  (Filed as Exhibit 4.3 to our Current Report on Form 8-K filed on
                  February 17, 2006.)4.4†
              
              Form of
                  Common Stock Purchase Warrant in connection with the private placement
                  completed January 10, 2006 (Filed as Exhibit 4.3 to our Current
                  Report on Form 8-K filed on January 17,
                  2006.)4.5†
              
              Letter
                  #1 to Investors regarding Registration Rights dated January 6, 2006
                  in connection with the private placement completed January 10, 2006
                  (Filed as Exhibit 4.4 to our Current Report on Form 8-K filed on
                  January 17, 2006.)4.6†
              
              Letter
                  #2 to Investors regarding Registration Rights dated January 6, 2006
                  in connection with the private placement completed January 10, 2006
                  (Filed as Exhibit 4.5 to our Current Report on Form 8-K filed on
                  January 17, 2006.)4.7†
              
              Securities
                  Purchase Agreement, dated March 28, 2007, for the private placement
                  completed in April 2007 (Filed as Exhibit 4.5 to our Registration
                  Statement on Form S-3 filed on May 14, 2007.)4.8†
              
              Form
                  of Warrant Agreement for the private placement completed in April
                  2007
                  (Filed as Exhibit 4.6 to our Registration Statement on Form S-3
                  filed on
                  May 14, 2007.)10.20
              
              Contribution
                  Agreement between Nevada Moly, LLC, a wholly-owned subsidiary of
                  the
                  Company (“Nevada Moly”), Eureka Moly, LLC, and POS-Minerals
                  Corporation10.21
              
              Amended
                  and Restated Limited Liability Company Agreement of Eureka Moly,
                  LLC10.22
              
              Guarantee
                  and Indemnity Agreement, dated February 26, 2008, by POSCO Canada
                  Ltd., in
                  favor of Nevada Moly, LLC and the Company.31.1
              
              Certification
                  of Chief Executive Officer Pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 200231.2
              
              Certification
                  of Chief Financial Officer Pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 200232.1
              
              Certification
                  of Chief Executive Officer Pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 200232.2
              
              Certification
                  of Chief Financial Officer Pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 2002
 
 †
              Previously
                  filed as indicated and incorporated herein by
                  reference.
  -
            20 -
  **SIGNATURES**
  Pursuant
        to the requirements of the Securities Exchange Act of 1934, the registrant
        has
        duly caused this report to be signed on its behalf by the undersigned, thereunto
        duly authorized.
  Dated:
        May 7, 2008
  GENERAL
        MOLY, INC.
  By: /s/
        David
        A. Chaput
 David
        A.
        Chaput
 Chief
        Financial Officer and Duly
        Authorized Officer
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            21 -