Report of Foreign Issuer (6-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the Period September 2015 File No. 001-33649

Pacific Booker Minerals Inc.

(Name of Registrant)

#1103 – 1166 Alberni Street, Vancouver, B.C. V6E 3Z3

(Address of principal executive offices)

Interim Financial Statements for the period ended July 31, 2015

Management Discussion and Analysis

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F. FORM 20-F x FORM 40-F ¨

Indicate by check mark whether the Registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨

No x

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Form 6-K to be signed on its behalf by the undersigned, thereunto duly authorized.

Pacific Booker Minerals Inc.

(Registrant)

Dated: September 23, 2015

By: /s/ “John Plourde”

John Plourde,

President and CEO

PACIFIC BOOKER MINERALS INC.

CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - Prepared by Management)

(Expressed in Canadian Dollars)

SIX MONTH PERIOD ENDED JULY 31, 2015


CONTENTS	PAGE #
Notice	3
Condensed Interim Statements of Financial Position	4
Condensed Interim Statements of Comprehensive Loss	5
Condensed Interim Statements of Changes in Equity	6
Condensed Interim Statements of Cash Flows	7
Notes to the Condensed Interim Financial Statements	8 to 31

NOTICE

The accompanying unaudited condensed interim financial statements have been prepared by management and approved by the Audit Committee and Board of Directors.

The Company’s independent auditors have not performed a review of these financial statements

PACIFIC BOOKER MINERALS INC.

CONDENSED INTERIM STATEMENTS OF FINANCIAL POSITION

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)


	July 31, 2015	January 31, 2015

ASSETS

Current assets
Cash and cash equivalents	$ 339,850	$ 368,546
Receivables	4,543	5,947
Prepaid expenses and deposits	41,011	40,739

	385,404	415,232

Mineral property interests (Note 5)	4,832,500	4,832,500
Exploration and evaluation assets (Note 6)	24,431,435	24,332,871
Equipment, vehicles and furniture (Note 7)	12,185	14,418
Reclamation deposits	123,600	123,600

Total assets	$ 29,785,124	$ 29,718,621


LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
Accounts payable and accrued liabilities	$ 28,988	$ 39,830
Amounts owing to related parties (Note 10)	13,760	13,965

	42,748	53,795

Shareholders' equity
Subscriptions received	365,000	-
Share Capital (Note 8)	49,902,704	49,902,704
Contributed surplus (Note 8)	14,837,156	14,774,011
Deficit	(35,362,484)	(35,011,889)

	29,742,376	29,664,826

Total liabilities and shareholders’ equity	$ 29,785,124	$ 29,718,621

Approved by the Board of Directors and authorized for issue on September 23, 2015:


	“William Deeks”			“John Plourde”
	William Deeks, Chairman			John Plourde, CEO

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

PACIFIC BOOKER MINERALS INC.

CONDENSED INTERIM STATEMENTS OF COMPREHENSIVE LOSS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)


	Three Month Period Ended July 31,		Six Month Period Ended July 31,
	2015	2014	2015	2014

OPERATING EXPENSES
Consulting fees - Option based payments (Note 8)	$ -	$ 58,695	$ 11,563	$ 140,518
Depreciation	1,116	1,486	2,233	2,972
Directors fees	4,500	7,000	9,000	11,000
Directors fees - Option based payments (Note 8)	-	154,575	30,451	370,052
Filing and transfer agent fees	13,315	9,747	73,148	61,424
Foreign exchange (gain)loss	(28)	154	(320)	226
Finance income	-	-	-	(171)
Investor relations – related party (Note 10)	33,000	33,000	66,000	66,000
Investor relations fees - Option based payments (Note 8)	-	90,758	17,880	217,275
Office and miscellaneous	21,161	21,668	40,371	38,470
Office rent	19,837	20,430	40,627	40,853
Professional fees (Note 10)	9,902	12,454	18,424	20,987
Professional fees - Option based payments (Note 8)	-	16,504	3,251	39,510
Shareholder information and promotion	7,082	38,367	25,424	68,669
Telephone	1,302	1,657	2,657	3,247
Travel	3,353	4,196	9,886	9,841

Loss from operations	(114,540)	(470,691)	(350,595)	(1,090,873)

Income tax expense	-	-	-	-

Net loss and comprehensive loss for the period	(114,540)	(470,691)	(350,595)	$ (1,090,873)

Basic and diluted loss per share (Note 9)	$ (0.01)	$ (0.04)	$ (0.03)	$ (0.09)

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

PACIFIC BOOKER MINERALS INC.

CONDENSED INTERIM STATEMENTS OF CHANGES IN EQUITY

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)



	Number of Shares	Share Capital Amount	Share Subscriptions Received In Advance	Contributed Surplus	Deficit	Total

Balance, February 1, 2014	12,358,039	$49,880,704	$ -	$ 13,651,843	$ (33,298,141)	$ 30,234,406
Exercise of warrants	5,500	22,000	-	-	-	22,000
Option based payments	-	-	-	767,355	-	767,355
Net loss for the period	-	-	-	-	(1,090,873)	(1,090,873)

Balance, July 31, 2014	12,363,539	$49,902,704	$ -	$ 14,419,198	$ (34,389,014)	$ 29,932,888
Option based payments	-	-	-	354,813	-	354,813
Net loss for the period	-	-	-	-	(622,875)	(622,875)

Balance, January 31, 2015	12,363,539	$49,902,704	$ -	$ 14,774,011	$ (35,011,889)	$ 29,664,826
Option based payments	-	-	-	63,145	-	63,145
Subscriptions received	-	-	365,000	-	-	365,000
Net loss for the period	-	-	-	-	(350,595)	(350,595)

Balance, July 31, 2015	12,363,539	$49,902,704	$ 365,000	$ 14,837,156	$ (35,362,484)	$ 29,742,376

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

PACIFIC BOOKER MINERALS INC.

CONDENSED INTERIM STATEMENTS OF CASH FLOWS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)


	Three Month Period Ended July 31,		Six Month Period Ended July 31,
	2015	2014	2015	2014

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$ (114,540)	$ (470,691)	$ (350,595)	$(1,090,873)
Items not affecting cash:
Depreciation	1,116	1,486	2,233	2,972
Option based payments	-	320,532	63,145	767,355

Changes in non-cash working capital items:
(Increase)/decrease in receivables	2,387	85	1,404	(2,830)
(Increase)/decrease in prepaids and deposits	(5,894)	9,273	(272)	(19,701)
Increase/(decrease) in accounts payable and accrued liabilities	19,052	(24,096)	(9,906)	(24,666)
Increase/(decrease) in amounts owing to related parties	(1,932)	(2,480)	(986)	(216)

Net cash provided by/(used in) operating activities	(99,811)	(165,891)	(294,977)	(367,959)

CASH FLOWS FROM FINANCING ACTIVITIES
Subscriptions received	365,000	-	365,000	-
Issuance of Share Capital	-	22,000	-	22,000

Net cash provided by financing activities	365,000	22,000	365,000	22,000

CASH FLOWS FROM INVESTING ACTIVITIES
Mineral property interests and Exploration and evaluation costs (net of recovery)	(36,211)	(92,399)	(98,719)	(161,948)

Net cash used in investing activities	(36,211)	(92,399)	(98,719)	(161,948)

Change in cash and cash equivalents during the period	228,978	(236,290)	(28,696)	(507,907)

Cash and cash equivalents, beginning of period	110,872	895,154	368,546	1,166,771

Cash and cash equivalents, end of period	$ 339,850	658,864	$ 339,850	$ 658,864

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

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

CORPORATE INFORMATION

The Company was incorporated on February 18, 1983 under the Company Act of British Columbia as Booker Gold Explorations Limited. On February 8, 2000, the Company changed its name to Pacific Booker Minerals Inc. The address of the Company’s corporate office and principal place of business is located at Suite #1103 - 1166 Alberni Street, Vancouver, British Columbia, Canada.

The Company’s principal business activity is the exploration of its mineral property interests, with its principal mineral property interests located in Canada. The Company is listed on the TSX Venture Exchange (“TSX-V”) and the NYSE MKT Equities Exchange (“NYSE MKT”) under the symbols “BKM” and “PBM”, respectively.

BASIS OF PRESENTATION

(a)

Statement of compliance

These condensed interim financial statements and the notes thereto (the "Financial Statements") are unaudited and are prepared in accordance with International Accounting Standard 34, Interim Financial Reporting (“IAS 34”) and so do not include all of the information required for full annual statements. The accounting policies and method of computation applied in these condensed interim financial statements are the same as those applied by the Company in its financial statements as at and for the year ended January 31, 2015. These condensed interim financial statements should be read in conjunction with the audited financial statements for the year ended January 31, 2015.

The significant accounting policies applied in these condensed interim financial statements are based on IFRS issued and outstanding on September 23, 2015, the date on which the Board of Directors approved the condensed interim financial statements.

(b)

Going concern of operations

These financial statements have been prepared on the basis of the accounting principles applicable to a going concern, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future.

A going concern in accounting is a term that indicates whether or not the entity can continue in business for the next fiscal year. Indicators against a “going concern” are negative cash flows from operations, consecutive losses from operations, and an accumulated deficit.

The Company is a resource company, and must incur expenses during the process of exploring and evaluating a mineral property to prove the commercial viability of the ore body, a necessary step in the process of developing a property to the production stage. As a non-producing resource company, the Company has no operating income, cash flow is generated mostly by the purchase of shares from the Company, and an accumulated deficit is the result of operations and exploration activities without production.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

BASIS OF PRESENTATION (cont’d)

(b)

Going concern of operations (cont’d)

The Company has incurred losses and negative cash flows from operations since inception and has an accumulated deficit. These conditions may indicate the existence of a material uncertainty that may cast significant doubt on the Company's ability to continue as a going concern. The ability of the Company to continue as a going-concern depends upon its ability to continue to raise adequate financing and to develop profitable operations in the future.

The ability of the Company to realize the costs it has incurred to date on its mineral property interests is dependent upon the Company being able to continue to finance its exploration and evaluation costs. To date, the Company has not earned any revenue and is considered to be in the advanced exploration stage.

Management has based “the ability to continue in operations” judgement on various factors including (but not limited to) the opinion of management that the Morrison project will receive the necessary certificates/permits to allow the Company to proceed with the development of the project to the production phase, that the Company’s claims are in good standing, the NI 43-101 feasibility study (completed in 2009) shows commercially viable quantities of mineral resources. The Company has sufficient cash on hand to meet its obligations for the next fiscal year and anticipates proceeds from the exercise of options and warrants to ensure the Company’s financial resources.

There can be no assurance that the Company will be able to continue to raise funds in which case the Company may be unable to meet its obligations. Should the Company be unable to realize on its assets and discharge its liabilities in the normal course of business, the net realizable value of its assets may be materially less than the amounts recorded on the statement of financial position. These financial statements do not include the adjustments that would be necessary should the Company be unable to continue as a going concern.


	July 31, 2015	January 31, 2015

Working capital	$ 342,656	$ 361,437
Loss for the period	(350,595)	(1,713,748)
Deficit	(35,362,484)	(35,011,889)

(c)

Basis of Measurement

The financial statements have been prepared under the historical cost convention, except for certain financial instruments which are measured at fair value.

(d)

Functional and presentation currency

The financial statements are presented in Canadian dollars, which is Company’s functional and presentation currency.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

BASIS OF PRESENTATION (cont’d)

(e)

Critical accounting judgements

The preparation of these financial statements, in conformity with IFRS, requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions of accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected by that revision.

The key sources of uncertainty in the accounting estimates that may have a significant risk of causing a material adjustment to previously recognized estimated items in the financial statements are as follows:

(i)

Taxes

Provisions for income tax liabilities and assets are calculated using the best estimate of the tax amounts prepared by knowledgeable persons, based on an assessment of relevant factors. The Company reviews the adequacy of the estimate at the end of the reporting period. It is possible that at some future date, an additional liability or asset could result from audits by the taxing authorities. Where the final outcome of these tax-related matters is different from the amounts that were originally recorded, such differences will be reflected in the tax provisions in the current period when such determination is made.

(ii)

Going concern

The Company’s ability to execute its strategy by funding future working capital requirements requires judgment. Assumptions are continually evaluated and are based on historical experience and expectations of future events that are believed to be reasonable under the circumstances (please see Note 2(b)).

(f)

Key sources of estimation uncertainty

(i)

Recoverability of asset carrying values for equipment, vehicles and furniture

The declining balance depreciation method used reflects the pattern in which management expects the asset’s future economic benefits to be consumed by the Company. The Company assesses its equipment, vehicles and furniture for possible impairment as described in Note 3(d), if there are events or changes in circumstances that indicate that the recorded carrying values of the assets may not be recoverable at every reporting period. Such indicators include changes in the Company’s business plans affecting the asset use and anticipated life and evidence of current physical damage.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

BASIS OF PRESENTATION (cont’d)

(f)

Key sources of estimation uncertainty (cont’d)

(ii)

Option based payments

The Company has an equity-settled option to purchase shares plan for Eligible Persons (as defined by the policies of the TSX Venture Exchange and/or National Instrument 45-106). The fair value of the share purchase options are estimated on the date of grant by using the Black-Scholes option-pricing model, based on certain assumptions and recognized as option based payments expense over the vesting period of the option with a corresponding increase to equity as contributed surplus. Those assumptions are described in Note 8 of the annual financial statements and include, among others, expected volatility, expected life of the options and number of options expected to vest.

(iii)

Exploration and evaluation assets

Although the Company has taken steps to verify title to mineral properties in which it has an interest in accordance with industry standards for the current stage of exploration of such properties, these procedures do not guarantee the Company’s title. Property title may be subject to unregistered prior agreements and non-compliance with regulatory requirements.

Recovery of amounts indicated under mining properties and the related exploration and evaluation assets are subject to the discovery of economically recoverable reserves, the Company’s ability to obtain the necessary permits, the Company's ability to obtain the financing required to complete development and profitable future production or the proceeds from the sale of such assets.

At July 31, 2015, management determined that the carrying value of the mining properties is best represented by historical costs, which may or may not reflect their eventual recoverable value. Management reviews the property for impairments on an on-going basis and considers the carrying value appropriate for the current period. Significant assumptions and estimates used by management to determine the recoverable value are included in Note 3(c).

(iv)

Restoration and close down provisions

The Company recognizes reclamation and close down provisions based on “Best Estimate” which can be based on internal or external costs. The Company is required to have a bond in place in an amount determined by the provincial government to provide for the costs of reclamation of the site disturbances. This bond shows as Reclamation deposit asset on the statement of financial position. Significant assumptions used by management to ascertain the provision are described in Note 3(e).

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accounting policies set out below have been applied consistently, to all periods presented in these financial statements. The significant accounting policies adopted by the Company are as follows:

(a)

Foreign currency translation

The monetary assets and liabilities of the Company that are denominated in foreign currencies are translated to functional currency at the rate of exchange at the reporting date and non-monetary items are translated using the exchange rate at the date of the transaction. Revenues and expenses are translated at the exchange rates approximating those in effect at the time of the transaction. Exchange gains and losses arising on translation are included in the statements of comprehensive loss.

(b)

Cash and cash equivalents

Cash includes cash on hand and demand deposits. Cash equivalents includes short-term, highly liquid investments that are readily convertible to known amounts of cash and have a maturity date of less than 90 days and are subject to an insignificant risk of change in value.

(c)

Mineral property interests and Exploration and evaluation assets

All costs related to the acquisition of mineral properties are capitalized as Mineral Property interest. The recorded cost of mineral property interests is based on cash paid and the fair market value of share consideration issued for mineral property interest acquisitions.

All pre-exploration costs, i.e. costs incurred prior to obtaining the legal right to undertake exploration and evaluation activities on an area of interest, are expensed as incurred. Once the legal right to explore has been acquired, exploration and evaluation expenditures are capitalized in respect of each identifiable area of interest until the technical feasibility and commercial viability of extracting a mineral resource are demonstrable. Costs incurred include appropriate technical overheads. Exploration and evaluation assets are carried at historical cost, less any impairment losses recognized.

When technical feasibility and commercial viability of extracting a mineral resource are demonstrable for an area of interest, the Company stops capitalizing exploration and evaluation costs for that area, tests recognized exploration and evaluation assets for impairment and reclassifies any unimpaired exploration and evaluation assets either as tangible or intangible mine development assets according to the nature of the assets. Mineral properties are reviewed for impairment whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. If, after management review, it is determined that the carrying amount of a mineral property is impaired, that property is written down to its estimated net realizable value. When a property is abandoned, all related costs are written off to operations.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(d)

Impairment

(i)

Financial assets

Financial assets are assessed at each reporting date to determine whether or not there is objective evidence that they are impaired. A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset which had a negative effect on the estimated future cash flows of that asset.

An impairment loss in respect of a financial asset measured at amortized cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the asset’s original effective interest rate. Losses are recognized in profit or loss. When a subsequent event causes the amount of impairment loss to decrease, the decrease in impairment loss is reversed through profit or loss.

(ii)

Non-financial assets

The carrying amounts of equipment are reviewed at each reporting date to determine whether there is any indication of impairment.

The carrying amounts of mining properties and exploration and evaluation assets are assessed for impairment only when indicators of impairment exist, typically when one of the following circumstances applies:

Exploration rights have / will expire in the near future;

No future substantive exploration expenditures are budgeted;

No commercially viable quantities discovered and exploration and evaluation activities will be discontinued;

Exploration and evaluation assets are unlikely to be fully recovered from successful development or sale. If any such indication exists, then the asset’s recoverable amount is estimated.

Mining properties and exploration and evaluation assets are also assessed for impairment upon the transfer of exploration and evaluation assets to development assets regardless of whether facts and circumstances indicate that the carrying amount of the exploration and evaluation assets is in excess of their recoverable amount.

The recoverable amount of an asset (or cash-generating unit) is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the "cash-generating unit", or "CGU"). The level identified by the group for the purposes of testing exploration and evaluation assets for impairment corresponds to each mining property.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(d)

Impairment (cont’d)

(ii)

Non-financial assets (cont’d)

An impairment loss is recognized if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognized in profit or loss. Impairment losses recognized in respect of CGUs are allocated to the assets in the unit (group of units) on a pro rata basis.

Impairment losses recognized in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(e)

Restoration and close down provision

The Company is required to have a bond in place in an amount determined by the Ministry of Mines to provide for the costs of reclamation of the site disturbances. This bond shows as Reclamation deposit in the assets on the statement of financial position. The reclamation obligation is generally considered to have been incurred when mine assets are constructed or the ground environment is disturbed at the project location.

The Company also estimates the timing of the outlays, which is subject to change depending on continued operation or newly discovered reserves. Additional disturbances or changes in restoration obligations will be recognized when they occur.

The Company has determined that it has no additional restoration obligations as at July 31, 2015.

(f)

Equipment, vehicles and furniture

Equipment, vehicles and furniture are recorded at cost. Depreciation is calculated on the residual value, which is the historical cost of an asset less the prior allowances made. Depreciation methods, useful life and residual value are reviewed at each financial year-end and adjusted, if appropriate. Where an item of equipment, vehicles and furniture is comprised of major components with different useful lives, the components are accounted for as separate items. The Company currently provides for depreciation annually as follows:


	Automobile	30% declining balance
	Computer equipment	30% to 45% declining balance
	Office furniture and equipment	20% declining balance

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(g)

Option based payments

The Company has an equity settled option to purchase shares plan that grants options to buy common shares of the Company to Eligible Persons (as defined by the policies of the TSX Venture Exchange and/or National Instrument 45-106). The fair value of stock options are estimated at the grant date, using the Black-Scholes option pricing model and recorded as option based payments expense in the statement of comprehensive loss and credited to contributed surplus within shareholders’ equity, over the vesting period of the stock options, based on the Company’s estimate of the number of stock options that will eventually vest.

(h)

Loss per share

The weighted average number of common shares outstanding for the six month period ended July 31, 2015 does not include the nil (2014 – 28,000) warrants outstanding and the 2,186,407 (2014 – 2,457,307) stock options outstanding as the inclusion of these amounts would be anti-dilutive. Basic and diluted loss per share is calculated using the weighted-average number of common shares outstanding during the period.

(i)

Income taxes

Income tax expense comprises current and deferred tax. Income tax is recognized in the statements of comprehensive loss except to the extent it relates to items recognized in other comprehensive income or directly in equity.

(i)

Current tax

Current tax expense is based on the results for the period as adjusted for items that are not taxable or not deductible. Current tax is calculated using tax rates and laws that were enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. Provisions are established where appropriate on the basis of amounts expected to be paid to the tax authorities.

(ii)

Deferred tax

Deferred taxes are the taxes expected to be payable or recoverable on the difference between the carrying amounts of assets in the statement of financial position and their corresponding tax bases used in the computation of taxable profit, and are accounted for using the statement of financial position liability method. Deferred tax liabilities are generally recognized for all taxable temporary differences between the carrying amounts of assets and their corresponding tax bases. Deferred tax assets are recognized to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilized. Such assets and liabilities are not recognized if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets in a transaction that affects neither the taxable profit nor the accounting profit.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(i)

Income taxes (cont’d)

(ii)

Deferred tax (cont’d)

Deferred tax liabilities:

are generally recognized for all taxable temporary differences;

are recognized for taxable temporary differences arising on investments in subsidiaries except where the reversal of the temporary difference can be controlled and it is probable that the difference will not reverse in the foreseeable future; and

are not recognized on temporary differences that arise from goodwill which is not deductible for tax purposes.

Deferred tax assets:

are recognized to the extent it is probable that taxable profits will be available against which the deductible temporary differences can be utilized; and

are reviewed at the end of the reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of an asset to be recovered.

(j)

Financial instruments

All financial instruments must be recognised, initially, at fair value on the statement of financial position. Subsequent measurement of the fair value of the financial instrument is based on their initial classification in one of the listed categories. FVTPL has a subcategory classified as “held for trading” where financial assets acquired for the purpose of short-term profit taking are categorized. Unrealized gains and losses on held for trading instruments are recognised in earnings.

The Company has classified each financial instrument into the following categories:


	Financial Asset or Liability	Category
	Cash and cash equivalents	FVTPL (Fair value through profit or loss)
	Receivables	Loans and receivables
	Reclamation deposit	Loans and receivables
	Accounts payable and accrued liabilities	Other liabilities
	Amounts owing to related parties	Other liabilities

(i)

Financial assets

The Company classifies financial assets into one of the following categories, depending on the purpose for which the asset was acquired. Management determines the classification of the financial assets at initial recognition.

Fair value through profit or loss

A financial asset is classified as fair value through profit or loss if it is designated as held for trading upon initial recognition. Financial assets in this category are initially recognized at fair value with subsequent changes in fair value recorded through the statement of comprehensive loss. Cash and cash equivalents are included in this category of financial assets.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(j)

Financial instruments (cont’d)

(i)

Financial assets (cont’d)

Loans and receivables

Loans and receivables are non-derivative financial assets with determinable payments that are not quoted in an active market. They are classified as current assets or non-current assets based on their maturity date, and are carried at amortized cost, using the effective interest method, less any impairment. Accounts receivable and reclamation deposits are included in this category of financial assets.

All financial assets, except for those at fair value through profit or loss, are subject to review for impairment at least at each reporting date. Financial assets are impaired when there is objective evidence that the asset (or asset group) has a fair value that is less than the recorded value. Different criteria to determine impairment are applied for each category of financial assets.

Financial assets are de-recognized when the contractual rights to the cash flows from the financial asset expire or when the contractual rights to those assets are transferred.

Gains or losses related to impairment or de-recognition are recognized in the statement of comprehensive loss in the period in which they occur.

(ii)

Financial liabilities

The Company classifies its financial liabilities as other financial liabilities. Management determines the classification at initial recognition. Other financial liabilities are non-derivative and are recognized initially at fair value, net of transaction costs incurred and are subsequently stated at amortized cost. Amortized cost is calculated using the effective interest method. The effective interest rate is the rate that discounts estimated future cash payments through the expected life of the financial instrument to the net carrying amount of the financial liability. Any difference between the amounts is recognized in the statement of comprehensive loss over the period to maturity.

Accounts payable, accrued liabilities, and amounts owing to related parties are included in this category of financial liabilities.

Financial liabilities are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(k)

Financial instruments and risk management

Financial instruments of the Company carried on the Statements of Financial Position are carried at amortized cost with the exception of cash, which is carried at fair value. There are no significant differences between the carrying value of financial instruments and their estimated fair values as at July 31, 2015 due to the immediate or short-term maturities of the financial instruments.

The fair value of the Company’s cash is quoted in active markets. The Company classifies the fair value of these transactions according to the following hierarchy:

Level 1 – quoted prices in active markets for identical financial instruments.

Level 2 – quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant and significant value drivers are observable in active markets.

Level 3 – valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

The Company’s cash and cash equivalents have been assessed on the fair value hierarchy described above and classified as Level 1.

(l)

Equity instruments

Equity instruments issued by the Company are recorded at the proceeds received net of direct issuance costs. The Company has its common shares as equity instruments.

(m)

Leases

Leases in terms of which the Company assumes substantially all the risks and rewards of ownership are classified as finance leases. Upon initial recognition, the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. Leases in terms of which the Company does not assume substantially all the risks and rewards of ownership are classified as operating leases, which are recognised as an expense on a straight-line basis over the lease term. The Company currently does not have any finance leases.

(n)

Provisions

A provision is recognized if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as a finance cost. The Company has not recognized any legal or constructive obligations based on past events during the current period

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(o)

Finance costs

Finance costs comprise interest expense on borrowings and the reversal of the discount on provisions. Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognized in the income statement using the effective interest method. The Company currently does not have any finance costs.

(p)

Recently adopted accounting pronouncements

The following amended or new Standards were issued by the IASB and are effective for the Company’s fiscal year beginning on February 1, 2014.

(i)

IAS 32 – Financial Instruments: Presentation (amendment)

This Section was amended by the International Accounting Standards Board (IASB) in December 2011, incorporated into Part I of the CPA Canada Handbook – Accounting (the Handbook) by the Accounting Standards Board (AcSB) in May 2012, to address inconsistencies in applying criteria for offsetting financial assets and financial liabilities. The meaning of the offsetting criterion “currently has a legally enforceable right to set off” has been clarified, to state that the right must not be contingent on future events and must be enforceable in the normal course of business, in event of default and in the event of insolvency or bankruptcy. Additional guidance has been included to clarify the principle behind net settlement, including identifying when some gross settlement systems may be considered equivalent to net settlement. Adoption of this standard did not have an effect on the Company’s financial statements.

(ii)

IAS 36 – Impairment of Assets (amendment)

In May 2013, the International Accounting Standards Board (IASB) issued an amendment, incorporated into Part I of the CPA Canada Handbook – Accounting by the Accounting Standards Board (AcSB) in September 2013, to IAS 36. These narrow-scope amendments address the disclosure of information about the recoverable amount of impaired assets if that amount is based on fair value less costs of disposal. Adoption of this standard did not have an effect on the Company’s financial statements.

(iii)

IAS 39 – Financial Instruments: Recognition and Measurement (amendment)

In June 2013, the International Accounting Standards Board (IASB) issued an amendment, incorporated into Part I of the CPA Canada Handbook – Accounting by the Accounting Standards Board (AcSB) in September 2013, to IAS 39. The amendments clarify that novation of a hedging derivative to a clearing counterparty as a consequence of laws or regulations or the introduction of laws or regulations does not terminate hedge accounting. Adoption of this standard did not have an effect on the Company’s financial statements.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(p)

Recently adopted accounting pronouncements (cont’d)

(iv)

IFRIC 21 – Levies

In May 2013, the International Accounting Standards Board (IASB) issued IFRIC 21, incorporated into Part I of the CPA Canada Handbook – Accounting by the Accounting Standards Board (AcSB) in September 2013, which provides guidance on the accounting for levies within the scope of IAS 37 Provisions, Contingent Liabilities and Contingent Assets. Adoption of this standard did not have an effect on the Company’s financial statements.

(v)

IFRS 2 – Share Based Payments (amendment)

In December 2013, amendments to IFRS 2, issued by the International Accounting Standards Board (IASB) were incorporated into Part I of the CPA Canada Handbook – Accounting by the Accounting Standards Board (AcSB) in March 2014, and clarify the definition of “vesting conditions” and “market conditions”, and separately define a “performance condition” and a “service condition”. A performance condition requires the counterparty to complete a specified period of service and to meet a specified performance target during the service period. A service condition solely requires the counterparty to complete a specified period of service. The amendments are effective for share-based payment transactions for which the grant date is on or after July 1, 2014. Adoption of this standard did not have an effect on the Company’s financial statements.

ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE

Certain pronouncements were issued by the IASB or International Financing Reporting Interpretations Committee (“IFRIC”) that are mandatory for accounting periods after January 31, 2015. Pronouncements that are not applicable or are not expected to have a significant impact on the Company have been excluded from the discussion below.

(a)

IFRS 9 - Financial Instruments

The IASB has issued a new standard, IFRS 9, Financial Instruments (“IFRS 9”), which will ultimately replace IAS 39, “Financial Instruments: Recognition and Measurement” (“IAS 39”). The replacement of IAS 39 is a multi-phase project with the objective of improving and simplifying the reporting for financial instruments and the issuance of IFRS 9 is part of the first phase of this project. IFRS 9 uses a single approach to determine whether a financial asset or liability is measured at amortized cost or fair value, replacing the multiple rules in IAS 39. For financial assets, the approach in IFRS 9 is based on how an entity manages its financial instruments in the context of its business model and the contractual cash flow characteristics of the financial assets. IFRS 9 requires a single impairment method to be used, replacing multiple impairment methods in IAS 39. For financial liabilities measured at fair value, fair value changes due to changes in an entity’s credit risk are presented in other comprehensive income. Companies may early adopt IFRS 9 however there is no mandatory application date. The Company is currently evaluating the impact of the standard on its financial statements.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE (cont’d)

(b)

IAS 24 – Related Party Disclosures (amendment)

The amendments to IAS 24, issued by the International Accounting Standards Board (IASB) in December 2013, incorporated into Part I of the CPA Canada Handbook – Accounting by the Accounting Standards Board (AcSB) in March 2014, clarify that a management entity, or any member of a group of which it is a part, that provides key management services to a reporting entity, or its parent, is a related party of the reporting entity. The amendments also require an entity to disclose amounts incurred for key management personnel services provided by a separate management entity. This replaces the more detailed disclosure by category required for other key management personnel compensation. The amendments will only affect disclosure and are effective for annual periods beginning on or after July 1, 2014. The Company is currently evaluating the impact of the standard on its financial statements.

MINERAL PROPERTY INTERESTS

Title to mineral property interests involves certain inherent risks due to the difficulties of determining the validity of certain claims as well as the potential for problems arising from the frequently ambiguous conveyancing history characteristic of many mineral claims. The Company has investigated title to all of its mineral property interests and, to the best of its knowledge, title to all of its interests are in good standing. The mineral property interests in which the Company has committed to earn an interest are located in Canada.


Morrison claims, Canada	July 31, 2015	January 31, 2015

Balance, beginning and end of period	$ 4,832,500	$ 4,832,500

Copper claims

The Company holds a 100% interest in certain mineral claims located in the Granisle area of B.C., subject to a 3% NSR royalty. These claims are located near the Morrison claims. The Company has met its requirements to maintain its recorded interest in the mineral claims with the Province of B.C. until 2016 and there are no other payments required until that year. During the year ended January 31, 2005 the previously capitalized amounts were written-off to operations.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

MINERAL PROPERTY INTERESTS (cont’d)

CUB claims

Hearne Hill claims

The Company held a 100% interest in the Hearne Hill claims located in the Omineca District of the Province of British Columbia (“B.C.”). During the year ended January 31, 2006, the previously capitalized amounts were written-off to operations. The Hearne Hill claims were subject to a legal claim, which was settled in during the year ended January 31, 2009. Pursuant to the settlement, the Company retains the right, title and interest in and to all claims that were the subject of the action, with the exception of Mineral Tenure No. 242812 (the “Hearne 1 Claim”) and Mineral Tenure No. 242813 (the “Hearne 2 Claim”), which were transferred to the plaintiff optionors. No cash payment was made to the plaintiffs and all claims in the action have been dismissed.

Morrison claims

On April 19, 2004, the Company and Noranda Mining and Exploration Inc, “Noranda" (which was subsequently acquired by Falconbridge Limited, "Falconbridge", which was subsequently acquired by Xstrata LLP, "Xstrata”) signed an agreement whereby Noranda agreed to sell its remaining 50% interest to the Company such that the Company would have a 100% interest in the Morrison claims.

In order to obtain the remaining 50% interest, the Company agreed to:

on or before June 19, 2004, pay $1,000,000 (paid to Noranda), issue 250,000 common shares (issued to Noranda) and issue 250,000 share purchase warrants exercisable at $4.05 per share until June 5, 2006 (issued to Noranda);

ii)

pay $1,000,000 on or before October 19, 2005 (paid to Falconbridge);

iii)

pay $1,500,000 on or before April 19, 2007 (paid to Falconbridge); and

iv)

issue 250,000 common shares on or before commencement of commercial production.

In the event the trading price of the Company’s common shares is below $4.00 per share, the Company is obligated to pay, in cash, the difference between $1,000,000 and the average trading price which is less than $4.00 per share multiplied by 250,000 common shares.

The Company agreed to execute a re-transfer of its 100% interest to Falconbridge if the Company fails to comply with the terms of the agreement. This re-transfer is held by a mutually acceptable third party until the final issue of shares has been made.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

MINERAL PROPERTY INTERESTS (cont’d)

Morrison claims (cont’d)

The Company has also acquired a 100% interest in certain mineral claims adjacent to the Morrison claims, subject to 1.5% NSR royalty. On January 7, 2005, the Company signed an agreement to acquire an option for a 100% interest in additional claims in the Omineca District of B.C. As consideration, the Company issued 45,000 common shares at a value of $180,000.

The Company started exploration of the Morrison property in October 1997. A positive Feasibility Study, as defined by National Instrument 43-101, was released by the Company for the Morrison Copper/Gold Project in February 2009. The study described the scope, design and financial viability of a conventional open pit mine with a 30,000 tonnes per day mill with a 21 year mine life. The mineral reserve estimates have been prepared and classified in accordance with CIM Classification established under National Instrument 43-101 of the Canadian Securities Administrators. The reserve estimate takes into consideration all geologic, mining, milling and economic factors and is stated according to Canadian Standards (NI 43-101). Under US standards, no reserve declaration is possible until financing and permits are acquired.

The Company has progressed to the certificate/permit stage of the exploration and evaluation of the Morrison property.

EXPLORATION AND EVALUATION ASSETS


	Three Month Period Ended July 31,		Six Month Period Ended July 31,
Morrison claims, Canada	2015	2014	2015	2014

Balance, beginning of period	$ 24,392,737	$ 24,174,653	$ 24,332,871	$ 24,098,517

Exploration and evaluation costs
Additions
Supplies and camp	300	1,500	1,200	6,000
Staking and recording	-	-	3,505	1,113
Environmental
Assays	-	4,198	-	7,787
Geological and geophysical	4,148	41,718	26,235	65,634
Sub-contracts and labour	-	3,038	-	10,339
Supplies and general	-	-	-	18
Travel	865	-	865	-
Metallurgical
Assays	179	153	346	306
Geological and geophysical	-	2,490	-	4,810
Scoping/Feasibility study
Sub-contracts and labour	33,206	33,225	66,413	66,451

Total Exploration and evaluation costs for the period	$ 38,698	$ 86,322	$ 98,564	$ 162,458

Balance, end of period	$ 24,431,435	$ 24,260,975	$ 24,431,435	$ 24,260,975

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

EQUIPMENT, VEHICLES AND FURNITURE


	Balance February 1, 2015		Additions for year		Disposals for year		Balance July 31, 2015

Automobile
Value at Cost	$	67,320	$	-	$	-	$	67,320
Accumulated Depreciation		(57,703)		(1,442)		-		(59,145)
Net book value	$	9,617	$	(1,442)	$	-	$	8,175

Office furniture and equipment
Value at Cost	$	23,397	$	-	$	-	$	23,397
Accumulated Depreciation		(21,176)		(222)		-		(21,398)
Net book value	$	2,221	$	(222)	$	-	$	1,999

Computer equipment
Value at Cost	$	90,161	$	-	$	-	$	90,161
Accumulated Depreciation		(87,581)		(569)		-		(88,150)
Net book value	$	2,580	$	(569)	$	-	$	2,011

Totals	$	14,418	$	(2,233)	$	-	$	12,185


	Balance February 1, 2014		Additions for year		Disposals for year		Balance January 31, 2015

Automobile
Value at Cost	$	67,320	$	-	$	-	$	67,320
Accumulated Depreciation		(53,581)		(4,122)		-		(57,703)
Net book value	$	13,739	$	(4,122)	$	-	$	9,617

Office furniture and equipment
Value at Cost	$	23,397	$	-	$	-	$	23,397
Accumulated Depreciation		(20,621)		(555)		-		(21,176)
Net book value	$	2,776	$	(555)	$	-	$	2,221

Computer equipment
Value at Cost	$	88,932	$	1,229	$	-	$	90,161
Accumulated Depreciation		(86,038)		(1,543)		-		(87,581)
Net book value	$	2,894	$	(314)	$	-	$	2,580

Totals	$	19,409	$	(4,991)	$	-	$	14,418

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SHARE CAPITAL, OPTION BASED PAYMENTS & CONTRIBUTED SURPLUS

Authorized: 100,000,000 common shares without par value

Option based payments

During the fiscal year ended January 31, 2004, the Company adopted an equity settled stock option plan whereby the Company can reserve approximately 20% of its outstanding shares for issuance to Eligible Persons (as defined by the policies of the TSX Venture Exchange and/or National Instrument 45-106). Under the plan, the exercise price of each option equals the market price of the Company’s stock as calculated on the date of grant. These options can be granted for a maximum term of 10 years, and are subject to a vesting provision whereby 12.5% are exercisable on the date of the grant and 12.5% become exercisable every three months thereafter. All options will be vested after twenty one months.

During the three month period ended July 31, 2015, no stock options (2014 - nil) with an exercise price of $nil (2014 - $nil) were exercised for total proceeds of $nil (2014 - $nil).

Stock option transactions are summarized as follows:


	For the six month period ended July 31,
	2015		2014
	Number of Options	Weighted Average Exercise Price	Number of Options	Weighted Average Exercise Price

Outstanding, beginning of period	2,457,307	$4.00	2,457,307	$4.00
Granted	-	-	-	-
Cancelled	(270,900)	$4.00	-	-
Expired	-	-	-	-
Exercised	-	-		-

Outstanding, end of period	2,186,407	$4.00	2,457,307	$4.00

Options exercisable, end of period	2,186,407	$4.00	1,535,811	$4.00

Weighted average remaining life of outstanding options granted in years		4.86		5.86

The following stock options were outstanding at July 31, 2015:


Number of Options Outstanding	Number Currently Exercisable	Exercise Price	Expiry Date

2,104,357	2,104,357	$4.00	June 5, 2020
82,050	82,050	$4.00	July 18, 2020

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

SHARE CAPITAL, OPTION BASED PAYMENTS & CONTRIBUTED SURPLUS

Option based payment expense

No stock options were granted during the period ended July 31, 2015 and 2014.

Total option based payments recognized during the period ended July 31, 2015 was $63,145 (2014 - $767,355) which has been recorded in the statements of operations as option based payments with corresponding contributed surplus recorded in shareholders' equity.

Warrants

Warrant transactions are summarized as follows:


	For the six month period ended July 31,
	2015		2014
	Number of Warrants	Exercise Price	Number of Warrants	Exercise Price

Outstanding, beginning of period	28,000	$ 5.00	33,500	$ 4.00
Granted	-	-	-	-
Expired	(28,000)	5.00	-	-
Exercised	-	-	5,500	$ 4.00

Outstanding, end of period	-	$ -	28,000	$ 5.00

There were no share purchase warrants outstanding and exercisable at July 31, 2015.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

LOSS PER SHARE

The weighted average number of common shares outstanding for the period ended July 31, 2015 do not include the nil (2014 - 28,000) warrants outstanding and the 2,186,407 (2014 - 2,457,307) stock options outstanding as the inclusion of these amounts would be anti-dilutive. Basic and diluted loss per share is calculated using the weighted-average number of common shares outstanding during the period.


	For the six month period ended July 31,
	2015	2014

Basic and diluted loss per common share	$ (0.03)	$ (0.09)

Weighted average number of common shares outstanding	12,295,607	12,358,768

10.

RELATED PARTY TRANSACTIONS & AMOUNTS OWING TO RELATED PARTIES

The Company entered into the following transactions with related parties:


		For the six month period ended July 31,
		2015			2014
		Amounts paid or payable	Option based payment	Owed at period end	Amounts paid or payable	Option based payment	Owed at period end
Paid to a director for:
investor relations		$ -	$ 8,241	$ -	$ -	$ 100,150	$ -
investor relations		66,000	9,639	7,914	66,000	117,125	7,424
consulting service	a)	48,000	9,767	4,240	48,000	118,690	4,239

Paid to a officer of the company	b)	15,248	3,251	1,606	14,693	39,510	2,150

		$ 129,248	$ 30,898	$ 13,760	$ 128,693	$ 375,475	$ 13,813

fees for project management services which have been capitalized to subcontracts on the Morrison claims and stock based payments which have been allocated to operating expenses as consulting fees.

for accounting and management services.

These transactions were in the normal course of operations and have been measured at their exchange amount, which is the amount of consideration established and agreed to by the related parties. The amounts owing are non-interest bearing, unsecured and have no fixed terms of repayment.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

10.

RELATED PARTY TRANSACTIONS & AMOUNTS OWING TO RELATED PARTIES (cont’d)

Compensation of key management personnel

Key management personnel includes directors and executive officers of the Company. The option based payment amounts (not paid or payable) and compensation paid or payable to key management personnel is as follows:


	For the six month period ended July 31,
	2015	2014

Remuneration or fees	$ 138,248	$ 139,693
Option based payments	61,349	745,527

Total compensation for key management personnel	$ 199,597	$ 885,220

11.

SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS


	For the six month period ended July 31,
	2015	2014

Non-cash transactions were as follows:
deferred exploration expense recorded as accounts payable	$ 1,981	$ 5,222
deferred exploration expense recorded as owing to related parties	$ 4,781	$ 4,000

12.

SEGMENTED INFORMATION

The Company has determined that it had only one operating segment, i.e. mining exploration. The Company’s mining operations are centralized whereby the Company’s head office is responsible for the exploration results and to provide support in addressing local and regional issues. As at July 31, 2015 and 2014, the Company’s assets are all located in Canada (Notes 5 and 7).

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

13.

FINANCIAL INSTRUMENTS & FINANCIAL RISK MANAGEMENT

The Company's financial instruments include cash and cash equivalents, accounts receivable, accounts payable, amounts due to related parties, accrued liabilities and reclamation deposits. The carrying values of these financial instruments approximate their fair values due to their relatively short periods to maturity.

The Company’s financial instruments carried at fair value are as follows:


	Fair value at July 31, 2015
	Level 1	Level 2	Level 3
Financial assets
Cash and cash equivalents	$ 339,850	$ -	$ -


	Fair value at January 31, 2015
	Level 1	Level 2	Level 3
Financial assets
Cash and cash equivalents	$ 368,546	$ -	$ -

The Company's risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to market conditions and the Company's activities. The Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Board has implemented and monitors compliance with risk management policies.

The Company has some exposure to credit risk, liquidity risk and market risk as a result of its use of financial instruments. This note presents information about the Company's exposure to each of the above risks and the Company's objectives, policies and processes for measuring and managing these risks. Further quantitative disclosures are included throughout these financial statements.

(a)

Credit risk

Credit risk is the risk of financial loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. The Company's receivables primarily relate to Goods & Services Tax input tax credits. Accordingly, the Company views credit risk on receivables as minimal.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

13.

FINANCIAL INSTRUMENTS & FINANCIAL RISK MANAGEMENT (cont’d)

(b)

Liquidity risk

Liquidity risk is the risk that the Company will incur difficulties meeting its financial obligations as they are due. The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions without incurring unacceptable losses or risking harm to the Company's reputation.

The Company anticipates it will have adequate liquidity to fund its financial liabilities through cash on hand and future equity contributions.

As at July 31, 2015, the Company's financial liabilities were comprised of accounts payable, accrued liabilities and amounts due to related parties which have a maturity of less than one year.

(c)

Market risk

Market risk consists of currency risk, commodity price risk and interest rate risk. The objective of market risk management is to manage and control market risk exposures within acceptable limits, while maximizing returns.

Currency risk

Foreign currency exchange rate risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in foreign exchange rates. Although the Company is considered to be in the exploration stage and has not yet developed commercial mineral interests, the underlying market prices in Canada for minerals are impacted by changes in the exchange rate between the Canadian and United States dollar. As most of the Company's transactions are currently denominated in Canadian dollars, the Company is not exposed to foreign currency exchange risk at this time.

Commodity price risk

Commodity price risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in commodity prices. Commodity prices for minerals are impacted by world economic events that dictate the levels of supply and demand as well as the relationship between the Canadian and United States dollar, as outlined above. As the Company has not yet developed commercial mineral interests, it is not exposed to commodity price risk at this time.

Interest rate risk

Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. As the Company has no debt or interest-earning investments, it is not exposed to interest rate risk at this time.

PACIFIC BOOKER MINERALS INC.

NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

(Unaudited - prepared by Management)

(Expressed in Canadian Dollars)

FOR THE SIX MONTHS ENDED JULY 31, 2015 and 2014

14.

CAPITAL MANAGEMENT

The Company manages its capital structure and makes adjustments to it, based on the funds available to the Company, in order to support the exploration of its mineral properties. The Board of Directors have not established a quantitative return on capital criteria for management, but rather relies on the expertise of the Company’s management to sustain future development of the business. The Company defines capital that it manages as share capital.

Management reviews its capital management approach on an on-going basis and believes that this approach, given the relative size of the Company, is reasonable.

The Company is in the business of mineral exploration and has no source of operating revenue. Operations are financed through the issuance of capital stock. Capital raised is held in cash in an interest bearing bank account until such time as it is required to pay operating expenses or resource property costs. The Company is not subject to any externally imposed capital restrictions. Its objectives in managing its capital are to safeguard its cash and its ability to continue as a going concern, and to utilize as much of its available capital as possible for exploration activities. The Company’s objectives have not changed during the period ended July 31, 2015.

15.

EVENTS AFTER REPORTING DATE

Subsequent to the end of the period, the Company has completed the private placement announced on June 11^th and amended July 24^th and has issued 277,800 common shares for total proceeds of $555,600 and has issued 138,900 warrants, exercisable for 2 years at a price of $2.50 per share. No finders fee or commission was payable for this transaction and no insiders participated.

PACIFIC BOOKER MINERALS INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS (FORM 51-102F1)

For the three month period ended July 31, 2015

Dated: September 23, 2015

The selected financial information set out below and certain comments which follow are based on and derived from the unaudited interim financial statements of Pacific Booker Minerals Inc. (the "Company" or "Pacific Booker" or “PBM”) for the six months ended July 31, 2015 and from the audited financial statements for the year ended January 31, 2015 and should be read in conjunction with them. Additional information relating to the Company is available on SEDAR at www.sedar.com.

Overview

Pacific Booker Minerals Inc. is a Canadian natural resource exploration company which is in the advanced stage of development of the Morrison deposit, a porphyry copper/gold/molybdenum ore body, located 35 km north of Granisle, BC and situated within the Babine Lake Porphyry Copper Belt. The Company is proposing an open-pit mining and milling operation for the production of copper/gold/silver concentrate and molybdenum concentrate. The Company is a reporting issuer in Alberta and British Columbia and trades on the TSX Venture Exchange under the symbol BKM and on the NYSE MKT Equities Exchange under the symbol PBM.

Overall Performance

The Company is required to conduct an Environmental Assessment to determine the potential for adverse environmental, economic, social, heritage and health effects that may occur during the life cycle of the Morrison Copper/Gold Project. An Environmental Assessment (“EA”) is conducted at the conceptual design level prior to detailed engineering and obtaining the various Licenses and Permits required for the construction, operation, decommissioning and reclamation of a mine. The Company’s Environmental Assessment Certificate (“EAC”) Application for the proposed Morrison Copper/Gold mine was based on a Feasibility level design, which is a comprehensive technical and economic study.

Following the refusal by the Ministry of Environment to issue an EAC for the project on October 1, 2012, the Company challenged that decision in the BC Supreme Court. The December 9, 2013 decision of the Court stated that the rejection failed to comport with the requirements of procedural fairness and that Pacific Booker should not have been prevented from learning at least the substance of the recommendations and the decision stipulated that Pacific Booker and the interveners would be entitled to be provided with the Executive Director’s recommendations to the Ministers, and would be entitled to provide a written response to the recommendations.

On January 24, 2014, the Company received a letter from the EAO outlining their key concerns underlying the negative recommendation of October 2012. In March, Klohn Crippen Berger’s (“KCB”) letter that accompanied the technical response stated “the document continues to support our opinion that the Project will not have a risk of significant adverse environmental effects and addresses the main items of concern identified by the EAO Decision Response Document. KCB’s report states their belief that the design is protective of the environment and presented clarification of the rationale and the potential for environmental effects. Further supporting that assessment, three Technical Expert Opinions were included for lake modeling of water quality predictions, aquatic effects and geomembrane liners. The BCEAO allowed to April 25th for the members of the Working Group to submit their responses to that report. On April 29th, PBM was advised that the second phase of the reconsideration process was complete and was given until May 23rd to reply. The technical response was prepared by KCB with support from a number of Technical Experts. On July 4^th, the EAC application was referred to the Minister of Environment and the Minister of Energy and Mines for reconsideration, stating a 45 day (subject to any extensions) timeline for a decision by the Ministers would apply. On August 18th, the Minister of Environment suspended the environmental assessment pending the outcome of the Independent Expert Engineering Investigation and Review Panel of the tailings dam breach at the Mt. Polley mine.

The Independent Review Panel Report on the investigation into the cause of the failure of the tailings storage facility (“TSF”) at the Mount Polley Mine was released on January 30, 2015.

On February 26^th, PBM received a letter from Doug Caul, Associate Deputy Minister, BCEAO providing PBM an opportunity to comment on the Mount Polley Investigation and Report in relation to the Morrison project, focusing on the potential implications of the recommendations of the Report to Morrison and effects relating to its proposed tailings management facility. Mr. Caul committed to providing that same opportunity to the Lake Babine Nation, the Gitxsan Treaty Society and the Gitanyow Hereditary Chiefs. He also stated “any materials provided by them will be forwarded to you, with a short opportunity to respond. The same opportunity to respond to your submissions will be provided to Lake Babine Nation, the Gitxsan Treaty Society and the Gitanyow Hereditary Chiefs.” On March 23^rd, PBM submitted a report in response to the Recommendations in regards to the TSF Failure at the Mount Polley Mine. The report, prepared by KCB, continues to support their opinion that the Morrison project has been designed using Best Available Practices and can be safely constructed, operated, and closed to protect the environment. It also states that the design of the Tailings Storage Facility uses Best Available Technologies that are appropriate for the site conditions. On April 17^th, the responses from the Lake Babine Nation, the Gitxsan Treaty Society and the Gitanyow Hereditary Chiefs to the March 2015 report from KCB were posted on the BC Government’s e-PIC site.

On May 8th, the Company submitted a response to the BC Environmental Assessment Office, the Ministry of Environment and the Ministry of Energy and Mines in response to the Aboriginal groups’ comments on both the Mount Polley Independent Technical Review Board Panel Report Recommendations and Pacific Booker’s response to the Report, including a letter, prepared by Harvey McLeod of Klohn Crippen Berger Ltd., that addresses the points raised in the April 2015 letters from the First Nations.

On June 10th, the Company announced that the Minister of Environment, the Honourable Mary Polak, had lifted the suspension of the Environmental Assessment of the Morrison Copper/Gold Project. The time period remaining for the environmental assessment of the Morrison Project was 30 days, ending on July 9, 2015.

On July 8th, the Company announced that the Minister of Environment and the Minister of Energy and Mines made a decision under Section 17(3)(c) of the Environmental Assessment Act, ordering that the Morrison Project undergo further assessment. The letter that PBM received and a copy of the order is available at the following link:

http://a100.gov.bc.ca/appsdata/epic/html/deploy/epic_project_doc_list_224_r_q01.html

The scope of the further assessment includes many components which were required to be completed in support of the Mines Act/Environmental Management Act permits and was planned to be completed prior to applying for permits after receiving the Environmental Assessment Certificate.

PBM believes that it has accommodated all of the concerns of the Ministry of Energy & Mines, Ministry of the Environment and First Nations and proposes a project that uses unprecedented measures to be protective of the environment. PBM will construct and operate the Morrison mine in compliance with industry best practices, using proven technology and in full compliance with all permit requirements.

The Company consulted with legal and technical advisors for suggestions on the best method to address the issues raised in the communication received from the Ministers.

The following table is a summary of the Company’s process through the EA Application, the Supreme Court of BC petition and the reconsideration process.


2002
	Commenced baseline data collection to support Application for EAC
October	PBM outlined project plans and development schedule to BC Energy, Mines and Petroleum Resources (“BCEMPR”), BC Environmental Assessment Office (“BCEAO”), BC Ministry of Environment (“MOE”), BC Ministry of Forests (“MOF”), Canadian Environmental Assessment Agency (“CEAA”), Lake Babine Nation (“LBN”) and the Village of Granisle.
2003
June 17	Met with BCEAO, BCEMPR and CEAA reporting project progress and EA process and related regulatory requirements
July	Met with regional mangers of MOE and BCEMPR who were informed that PBM was actively advancing its activities to enter the EA process.
September	Project Description was first submitted to BCEAO
September 30	Entered the Pre-Application stage of EA. under Section 10 (1) (c)
October 20	Multi-agency meeting chaired by BCEAO. Provincial, Federal and LBN representatives attended.
November 6	Department of Fisheries (“DFO”), CEAA, Canadian Coast Guard (“CCG”), Health Canada (“HC”), Environment Canada (“EC”), Natural Resources Canada (“NRCan”) and PBM met in Vancouver. Project planning, legislation and regulatory, CEAA process and harmonization with provincial EA process discussed.
2004
May 17	Met with EAO, CEAA & DFO.
July 6	Site visit to Morrison property by LBN, EAO, BCEMPR, MOE, BC Ministry of Agriculture and Lands (“BCMAL”), EC, and Fisheries and Oceans Canada (“FOC”).
September 16	PBM met with BC Ministry of Energy and Mines (“MOEM”) key personnel.
2005
October 14	PBM submitted the draft Terms of Reference (“dTOR”)
2006
March 27-29	Attended 17 meetings with communities in Smithers, Houston, Granisle, Burns Lake and LBN communities to seek information, feedback, suggestions and to develop a relationship with LBN, to listen their thoughts and concerns and to determine appropriate protocol.
May 15	Working Group (“WG”) Meeting was held in Smithers, BC
June 27	Technical Water Quality Working Group teleconference. EAO, DFO, EC and MOE attended.
July 5	Teleconference with CEAA, NRCan, DFO, Navigable Waters and Transport Canada (“TC”).
July 14	Three meetings with BC Ministry of Energy, Mines and Petroleum Resources (“MEMPR”), Minister of Mining and BCEAO regarding progress on the project.
September 1	PBM met with BCEAO, CEAA.
September 21-22	Morrison Project Introduction Meeting with LBN was held in the LBN office. Chief Betty Patrick, LBN Councillors and BCEAO attended.
2007
January 29	Joan Hesketh, Associate Deputy Minister, (BCEAO) met with PBM to discuss project.
June 21	Three meetings with BCEAO, MEMPR and Ministry of Aboriginal Relations and Reconciliation (“MARR”).
June 25	Project WG Conference call on the dTOR. DFO, EC, CEAA, NRCan, LBN, BCEAO, MOF, MEMPR, MOE, and PBM attended.
June 27	EA Review LBN Community Meeting in Burns Lake, BC. Chief Patrick, Councillors and approximately 75 members from the LBN, BCEAO and PBM attended.
August 22-25	LBN Community meetings held in Fort Babine and Tachet.
September 12	PBM met with MEMPR, BCEAO.
October 10	PBM met with MEMPR to discuss permit requirements.
November 19	Met with MEMPR in Smithers office to discuss permitting & First Nations issues.
November 23	Met with CEAA and EAO. Updated TOR and a TOR comment tracking table was created.
November 29	Met with MEMPR, MLA Dennis Mackay, BCEAO and MARR to update them with project progress.
2008
January 14	ML/ARD technical working group meeting in Vancouver. DFO, CEAA, EC, BCEAO, MEMPR, NRCan, MOE and PBM attended.
January 18	PBM was issued the Section 11 Order, which identifies the scope, procedures and methods for the Environmental Assessment by the BCEAO under the BCEAA.
January 29	Teleconference to discuss the request for EAO and PBM meeting with LBN
February 1	Meeting with LBN Chief and Council held in Burns Lake, BC. Chief Patrick, Council, Hereditary Chiefs, LBN Administration, LBN Treaty Committee, Fisheries, Consultant to LBN, PBM, BCEAO NRCan, MEMPR and Ministry of Forests and Range-Nadina District (“MFR-ND”) attended.
March 17	PBM attended a conference call with BCEAO, TC, NRCan, DFO, CEAA and MEMPR.
April 1-2	PBM meeting with LBN was held in Burns Lake, BC. Chief Patrick and Council, Hereditary Chiefs, LBN Administration, LBN Treaty Committee, LBN Fisheries, PBM, BCEAO, NRCan, CEAA, and DFO attended.
April 25	Meeting with BCEAO, MEMPR and MOE to discuss issues pertaining to waste management/water quality and LBN.
April 25	Meeting to update MARR on PBM interactions with LBN and gain advice.
June 12	A WG meeting was held in the CEAA office. BCEAO, DFO, TC, NRCan, CEAA and PBM attended.
August 27	Meeting in Victoria with representatives of Aboriginal Relations Branch of the MEMPR.
August 27	Meeting in Victoria with representatives of BCEAO.
November 10	Resubmitted dTOR.
November 17	Comment period on draft Application Terms of Reference was changed from 30 to 40 days by Section 13.
November 27	Public comment period on dTOR started
2009
January 6	Public comment period on dTOR completed
April and May	PBM requested that EAO provide guidance on data collection during the EA Review period but received no response to our request.
May 21	Final approved TOR issued by EAO after 43 months
September 28	PBM submitted EAC application
October 27	PBM notified by BCEAO that Application failed Screening
2010
January 12 to February 4	Conducted drilling to further characterize pit walls.
February 9	MOE requested PBM to use a Modified Neutralization Potential for testing drill core samples. PBM provided comments recommending the use of the U.S. Environmental Protection Agency’s standard Sobek Neutralization Potential. MOE did not respond to these comments at the time and made the same request of PBM nearly one year later.
February 12	PBM requested comments from MOE with respect to a drill program to further characterize the pit walls and collect hydrogeologic information. MOE did not respond, yet approximately one year later, MOE commented that PBM should have collected more information at depth.
March 7 to 11	Field Program to collect additional water quality samples and measure water flow and in situ properties of streams 5, 7, 8, 10 and Morrison Lake and to collect visual estimates of flow in stream 6 and other minor streams.
May 18	Open pit site investigation report summarizing data collected during drilling.
May 27	Application (Addendum) re-submitted to BCEAO
June 28	EAC Application accepted for review
July 12	Day 1 of 180-day review
July 13	Comment period changed from 30 to 70 days by Section 13.
July 22	70-days public comment period began.
July 26	EAO requested WG comments by August 19, 2010. Due to complaints by the WG, the period was extended to September 30, 2010
July 26	Full Working Group (WG) meeting in Smithers.
July 26	Open House in Granisle.
September 12-17	Field work to sample ARD cubes and barrels; check meteorological station & download data; WQ sampling Morrison Lake, Booker Lake, streams; HADD (harmful alteration, disruption or destruction of fish habitat) and Fish Habitat Compensation Plan (“FHCP”) field investigation
September 20	PBM received letter from Chris Barnes of Skeena Fisheries
September 28	PBM received comments from Greg Tamblyn of the MOE
September 29	PBM receives review comments from Peter Lighthall, Geotechnical Engineer.
September 30	MEMPR requested that PBM provide a conceptual design for a low permeability cover for Waste Rock Disposal (“WRD”).
September 30	PBM receives review comments from Lorax Environmental Services.
September 30	PBM received comments from Verna Power, LBN
October 1	PBM received comments from Stephen Sheehan, EC
October 13	PBM received comments from Kim Bellefontaine, MEMPR
October 4	WG meeting in Vancouver
October 19-25	Field work for Nakinilerak Lake sampling
October 20	PBM received comments form Chris Schell, Resource Stewardship and Parks Division of MOE, Smithers
October 24	Received last set of Review comments from Craig Stewart, MOE.
October 28	PBM requests suspension and EAO suspends on day #108 of 180-day review
November 15	PBM sends wind analysis information to Warren McCormick (WG reviewer), and copied MOE, EAO, CEAA, EC.
November 19	PBM sends Review Response Report (“RRR”)-Revision 1 and Agency tracking tables with PBM’s responses to comments to EAO
November 19	PBM sends Public Consultation Report to EAO
November 19	PBM requests by letter that EAO lift suspension
December 3	PBM sends draft Memorandum of Understanding (“MOU”) to Chief Adam, LBN
December 7	PBM finalizes FHCP and sends to EAO, DFO, LBN.
December 15	EAO declines lifting of suspension
December 16	EAO/PBM meeting on commitments; project re-design discussed
December 16	PBM receives report from LBN on Overburden Stockpile Study.
December 16	EAO requested PBM consider design changes to closure phase and water management, specifically requesting the placement of waste rock into pit on closure.
December 16	EAO intended to discuss EAO draft Assessment Report with PBM but did not.
December 21	PBM issues First Nations Consultation Summary Report.
December	Scoping of moose & mule deer survey (LBN requested survey) begins
December	Compensation talks with Ookpik Lodge begin
2011
January 6	PBM sends Table of Key Commitments to EAO
January	Field work for baseline Water Quality sampling of Nakinilerak and Morrison lakes and project streams continued.
January 19	PBM receives comments from EC on EAC responses
January 24	MOU discussed with LBN
January 24	PBM receives report from LBN on Salmon Spawning.
January 25	Full WG meeting clarifying issues raised by reviewers; introduced project re-design. This meeting was meant to provide enough clarity for EAO to lift the suspension but the result was that additional sub-committee meetings were required to address reviewer comments and closure design in more detail.
January 25	WG stated that in their opinion there was not sufficient Baseline data.
January 25	Scoping of moose & mule deer survey completed
January 26	Fish Habitat Compensation Plan (“FHCP”) meeting with DFO, MOE, LBN, EAO, PBM
February 17	PBM sent Waste Optimization Report to EAO
February 18	PBM letter to EAO regarding work completed during suspension period.
February 21	WG Hydrogeology meeting
February 25	WG Geochemistry meeting
March 9	Letter from EAO stipulating the requirement of a complete package to re-enter review period
March 16	Inclusion of the Gitxan Chiefs Office and the Gitanyow Hereditary Chiefs’ Office in “First Nations” under Section 13.
March 23	FHCP submitted to EAO, CEAA, DFO
March 30	RRR-2 submitted to EAO and CEAA for screening
April 6	Agency and Public tracking tables submitted to EAO
April 15	PBM receives further comments back from Kim Bellefontaine and Lorax
April 26	Waste segregation memo sent to CEAA
May	Compensation talks with Ookpik Lodge completed
May 10	LBN sends draft MOU to PBM
May 18	PBM speaks with LBN about MOU
May 19	Screening comments on RRR-2 received from EC
May 25	Screening comments on RRR-2 received from NRCan
May 31	PBM provided an agenda and explained to CEAA the requirement for a meeting with EC and NRCan such that they provide technical and scientific basis for their comments. Tentative meeting date of June 7 set.
June 2	CEAA advised unable to have EC and NRCan available for June 7^th meeting.
June 13	CEAA provides a list of viable dates for meeting with EC and NRCan. PBM confirms availability for June 23^rd.
June 17	PBM issues letter to CEAA with preliminary response to EC and NRCan comments
June 21	CEAA advises tentative meeting with EC and NRCan that commentors were difficult to organize and has deemed that it is sufficient to have such a meeting during Review process.
June 21	EAO directs that RRR be renamed Addendum 2 irrespective that substantial documentation and correspondence already refers to the RRR
July 4	Submitted Final RRR2 and AIK to EAO
July 5-6	LBN-PBM community meetings in Burns Lake
July 13	Submitted final version RRR2 to WG
July 18	Review period resume restarting at day 109
August 11	PBM receives review comments RRR Rev 2 from Kim Bellefontaine and Lorax Environmental Services. Most points addressed by Commitments and Mines Act Permit.
August 19	A Settlement Agreement was made to compensate DOJ Holdings Ltd. for any loss the Tukii Hunting Camp or the Babine Guide Outfitters may suffer in connection with the construction, development and overall operation of the Morrison Mine, in the amount of $100, 000 as full and final settlement. Payment would be made three months prior to the commencement of construction.
August 25	PBM requested a one-week suspension of the 180-day review period.
September 1	PBM sent updated stream and Morrison Lake water quality baseline and predictions to Greg Tamblyn of MOE, and EAO and CEAA
September 1	Review period restarted
September 6	EAO issued draft Assessment Report for comments
September 19-27	Field program conducted to obtain additional baseline fisheries, benthics, zooplankton and phytoplankton, water quality, hydrology, groundwater, and meteorology data from Morrison Lake, Nakinilerak Lake, streams and rivers.
September 28	PBM submitted Project Description with Commitments Rev.K to EAO
September 29	PBM requested a temporary suspension at day 176 of the 180 day review period due to EAO requesting a 3^rd Party Review
October 3	MOE, MEMPR, Skeena Fisheries Commission (“SCF”), NRCan, Ministry of Transportation and Infrastructure (“MOTI”), Forests, Lands, Natural Resources Operators (“FLNRO”) comments on Draft Assessment report.
November 13	Robertson Geoconsultants Inc (“RGC”) submitted the 3^rd party review on Hydrogeology and Water Quality. They concluded that no additional field work was required and that the scope of hydrogeological site characterization work completed to date may exceed baseline data collected for EAC applications of other mining projects in B.C. They also concluded that any uncertainties could be addressed by way of sensitivity analysis.
November 21	PBM submitted a response to the report prepared by RGC (dated November 13^th). Solander Ecological Research Ltd. (“SER”) submitted the 3^rd party review of the Aquatic Resources and Fisheries. They concluded that if PBM is able to demonstrate with reasonable confidence that seepage and effluent discharges will not exceed BC Water Quality Guidelines, then only minimal fisheries work appears to be required for the EA, although additional work may be required for permitting.
December 2	RGC submitted revised 3^rd Party Review Report.
December 6	PBM submitted Response Report in response to SER’s Review Report.
December 9	PBM submitted marked up revised RGC report, along with the response report and a letter.
December 12	Chris Hamilton, EAO requested that PBM fund a toxicity study to determine effects of cadmium on salmon. PBM responded that a previous study, conducted in 1978, indicated that sockeye are less sensitive than trout. Also, previously MOE advised that Lake Trout and White Fish be used as a reference as they reside in Morrison Lake the longest.
December 16	EAO, CEAA, and PBM met with RGC to review the scope of work to address the 3^rd party review recommendations.
December 19	PBM submitted 3^rd Party Review Response Work of Scope to EAO and CEAA.
December 21	Chris Hamilton, EAO requested that PBM line the Tailings Storage Facility with a geo-membrane with a permeability of 10-10m/s to reduce seepage. He also questioned the placement of the diffuser in Morrison Lake. PBM responded that, if required, PBM will commit to lining the Tailings Storage Facility (“TSF”) with an engineered soil barrier and/or geo-membrane with an average permeability of 10-9m/s to limit seepage to the receiving streams and Morrison lakebed to meet water quality objectives that are protective of salmon spawning habitat and stream aquatic habitat. The water quality objectives will be developed to the satisfaction of EAO, MOE, EC and DFO. Alternatives to a lined TSF will be considered if the PBM can demonstrate sufficient knowledge of hydrogeologic properties and hydrogeology modeling, aquatic toxicity, and spawning habitat in Morrison Lake and aquatic habitat in the receiving streams to the satisfaction of EAO, MOE, EC and DFO.
2012
January 27	Received comments from SCF regarding 3^rd Party Review Reports.
January 31	Submitted revised 3^rd Party Review Response Report based on the Response Work of Scope.
February 2	Submitted Potentially Acid Generating (“PAG”) backfill response report to EAO
February 8	EAO requested that PBM line the TSF with a geo-membrane liner.
February 9	KCB sent letter to EAO regarding water quality predictions for a geo-membrane lined TSF situation.
February 23	Sent updated Key Commitments to EAO and CEAA.
February 24	Sent updated All Commitments and Project Description to EAO and CEAA.
March 14	Draft Assessment Report
March 21	Received Comments from EC on 3^rd Party RRR
April 19	Submitted the 3^rd Party Review Response Report – Addendum 1 providing the results of lining the TSF with a geo-membrane liner, if needed; leakage through the geo-membrane liner, geo-chemical loading in streams and emerging groundwater and Morrison Lake effects.
April 27	Comments from CEAA on 3^rd Party RRR
April 30	Submitted 3^rd Party RRR Addendum to EAO and CEAA
May 7	Draft Assessment Report
June 4	EAO e-mail re Project Description, Commitments & Tracking Table
August 2	MOE-Environmental Protection Division Final Comments
August 8	MEMPR Comments
August 9	Letter from EAO re comments from agencies
August 13	PBM Final Comments
August 21	EAO, after 763 days, completed the Environmental Application Review Stage and submitted their referral documents to the Ministers for decision.
August 27	PBM received the final Certified Project Description and the Table of Conditions that had been submitted to the ministers. These documents would be part of the EA Certificate
August 29	PBM received unsigned Environmental Assessment Certificate #M12-01
October 1	EAC Application was rejected.
2013
February 13	PBM retained John J.L. Hunter, Q.C. of Hunter Litigation Chambers Law Corporation.
April 4	Hunter Litigation filed petition in the Supreme Court of BC
July 18	PBM received an envelope, anonymously, by mail containing what appears to be an August 13, 2012 draft of the Recommendations of the Executive Director of the Environmental Assessment Office Report in respect of PBM's application for an EA Certificate for the Morrison Copper/Gold Mine. PBM was not aware that this document existed and had never seen the draft Recommendations, which did not include a recommendation that the application for an EAC be denied.
August 7 to 9	BC Supreme Court hearing challenging the decision to reject the EAC Application.
December 9	BC Supreme Court released Judgement
December 11	BC Supreme Court transcript made available to shareholders
December 16	PBM posted Affidavit #4 (August 13, 2012 draft of Recommendations document)
2014
January 13	PBM announced 30 day period for BC Government to challenge decision ended without challenge.
January 30	PBM announced that the Recommendations of the Executive Director of the EAO in the matter of an application for an Environmental Assessment Certificate for the proposed Morrison Copper/Gold Mine Project (dated September 20, 2012) had been provided to the Company for review and response to the recommendations made in the report.
March 12	PBM announced that it had submitted a response to the letter from the Associate Deputy Minister and Executive Director of the BC Environmental Assessment Office (“EAO”), Doug Caul. Klohn Crippen Berger (“KCB”) prepared a report that clarifies the remaining concerns of the EAO regarding the Morrison Copper/Gold Project, allowing the EAO and the Ministers to make an informed decision with respect to supporting the EAO Conclusion that “EAO is satisfied that the Assessment process has adequately identified and addressed the potential adverse environmental, economic, social, heritage and health effects of the proposed Project, having regard to the successful implementation of the conditions and the mitigation measures set out in Schedule B to the draft EA Certificate”.
March 28	PBM was advised by letter from Associate Deputy Minister and Executive Director of the BC Environmental Assessment Office (“EAO”), Doug Caul that a two-week extension (to April 25, 2014) to the deadline for the members of the Working Group to submit their responses to the response prepared by Klohn Crippen Berger and the Company. The Company was also advised that following receipt by EAO, any responses from the Working Group will be provided to the Company and the Company would have 20 days from the receipt of those comments to reply.
April 25 to 29	The responses received from the Working Group were posted on the Project Information website.
April 29	PBM was advised by letter that the second phase of the reconsideration process was complete. The Company was given until May 20, 2014 to provide a reply to any new comments or evidence by the Aboriginal groups and the Working Group and that following receipt of the reply that all parties would be contacted and provided with a outline of the process and procedure for referral to the Honourable Mary Polak, Minister of Environment and the Honourable Bill Bennett, Minister of Energy and Mines.
May 20	PBM requested a 3 day extension (to May 23^rd) to the submission date.
May 23	PBM submitted it’s response to the Working Group comments received. PBM’s technical response was contained in the report prepared by KCB (with support from a number of Technical Experts). The letter accompanying the technical response states “The document continues to support our opinion that the Project will not have a risk of significant adverse environmental effects and addresses the main items of concern identified by reviewers of the Morrison Copper/Gold Project EAO Decision Response Document (KCB 2014). These comments were received from the Working Group members and associated parties and this report is provided on behalf of PBM who requested the opportunity to respond to the comments received. PBM’s letter provided more general comments on the process to date and the relevant questions for consideration. It also stated that the Morrison Copper/Gold Project is located in a resource development area (not a protected area) within the Morice Land and Resource Management Plan, signed by the BC Government in May 2007, which supports economic activities such as mining and forestry and the Lake Babine Nation's 5-year Economic Development Plan, March 2012, supports mining within its' Traditional Territory. The EAO Assessment Report demonstrates that the mitigation plan is sound and that there are no significant adverse effects. None of the comments by the current reviewers provide any new information to contradict this finding.
July 16	PBM announced that it had received a letter from the Associate Deputy Minister and Executive Director of the BC EAO, Doug Caul, advising that the Company’s application for the EAC for the Morrison Copper/Gold Mine Project was referred to the Minister of Environment and the Minister of Energy and Mines for reconsideration on July 4, 2014. The letter stated that the 45 day timeline for a decision by the Ministers, subject to any extensions, will be applied.
August 19	PBM announced that the Honourable Mary Polak, Minister of Environment, had suspended the environmental assessment of the Morrison Copper/Gold project pending the outcome of the Independent Expert Engineering Investigation and Review Panel in relation to the tailings dam breach at the Mt. Polley mine, which was announced on August 18th by the Minister of Energy and Mines, the Honourable Bill Bennett.
2015
January 30	The Independent Review Panel Report on the investigation into the cause of the failure of the tailings storage facility (“TSF”) at the Mount Polley Mine was released
February 26	PBM announced that it had received a letter from Doug Caul, Associate Deputy Minister, BCEAO which provided an opportunity to comment on the Mount Polley Investigation Report in relation to the Morrison project by March 20th, focusing on the potential implications of the recommendations of the Report to Morrison and its proposed tailings management facility. The same opportunity was provided to the Lake Babine Nation, the Gitxsan Treaty Society and the Gitanyow Hereditary Chiefs. Any materials provided will be forwarded to the other party, with a short opportunity to respond.
March 23	PBM announced that it had submitted a response, prepared by KCB, to the Independent Technical Review Board Panel Report Recommendations in regards to the TSF Failure at the Mount Polley Mine.
April 17	The responses from the Lake Babine Nation, the Gitxsan Treaty Society and the Gitanyow Hereditary Chiefs to the March 2015 report from KCB were posted on the BC Government’s e-PIC site.

The Company held its Annual General Meeting on June 18, 2015 in the Company’s corporate office in Vancouver. All nominated directors were re-elected to the board and all resolutions passed with 32.26% of our issued shares represented.

The audited financial statements for the year ended January 31, 2015 and the Management’s Discussion and Analysis (Form 51-102F1) for the three month period ended January 31, 2015 have been filed on sedar. The 20-F Annual Report required for our NYSE MKT Listing for the year ended January 31, 2015 has been filed on the US Securities and Exchange Commission’s EDGAR website. Both are available for downloading on our website at http://www.pacificbooker.com/financials.htm.

On June 11^th, the Company announced a non-brokered private placement consisting of 100,000 units. The private placement units consisted of one share at a purchase price of $5.00 per share and a warrant to purchase one-half of one share, exercisable at a price of $6.00 per share for two years, subject to regulatory approval. On July 24^th, due to the change in the trading price, PBM amended the private placement units to a purchase price of $2.00 per share and a warrant to purchase one-half of one share, exercisable at a price of $2.50 per share for two years and will now consist of 300,000 units. The proceeds of the private placement will be used for general working capital. No finder’s fee or commission is payable and no insiders participated in the private placement. The private placement was completed on September 21, with 277,800 shares and 138,900 warrants issued to 17 placees for total proceeds of $555,600.

On July 22nd, PBM announced the appointment of Victor Eng to the Board of Directors. Mr. Eng is a Registered Professional Forest Technician with over 28 years experience in contract implementation and is currently employed as a contract implementation consultant. He began his technician experience with the BC Forest Service in Hazelton, BC and later moved to Vernon to work for Riverside Forest Products Ltd. (now Tolko Industries). He replaced Mark Gulbrandson, who has resigned from the board for personal reasons. Mr. Gulbrandson was appointed to the board in June 2005.

During the quarter under discussion, the Company did not issue any common shares on exercise of options or warrants and has not granted any options.

Outlook for 2015/16

PBM believes that the scope of the further assessment should be completed in support of the Mines Act/Environmental Management Act permits and would be completed prior to applying for the permits after receiving the Environmental Assessment Certificate.

PBM is reviewing the Environmental Assessment Application submission along with its consultant to consider the next steps, including a political strategy or challenging the decision based on the reasonableness of the government review.

PBM looks forward to working with the BC Government and First Nations to bring the mine into production, providing employment and training opportunities for residents of north-western BC while successfully implementing the mitigation measures that the Company is committed to.

Subject to receiving all required permits and authorizations, mine construction will proceed with the following activities:

Prepare applications for permits and other authorizations and licenses;

Finalize our contracting strategy for Pre-production;

Tender Pre-Production Contracts (EPC);

Proceed with procurement including ordering long lead time items (i.e. HPGR, etc);

Site Engineering Survey; and

Detailed Engineering and Design.

The Company’s current share capital is 15.2 M shares fully diluted including 250,000 common shares to be issued to Xstrata (formerly Noranda, Falconbridge) upon the start of commercial production as part of the purchase agreement with Noranda.

Subsequent to the period end, the Company has not granted or cancelled any options. The Company has completed the private placement announced on June 11^th and amended July 24^th and has issued 277,800 common shares for total proceeds of $555,600 and has issued 138,900 warrants, exercisable for 2 years at a price of $2.50 per share. No finders fee or commission was payable for this transaction and no insiders participated.

Results of Operations

A significant amount on the Statement of Comprehensive Loss is the recording of the option based payments and the offsetting contributed surplus in equity. As this is a non-cash transaction, it has no impact on the working capital of the Company. This calculation creates a cost of granting options to Eligible Persons (as defined by the policies of the TSX Venture Exchange and/or National Instrument 45-106). The cost is added to our operating expenses with the corresponding increase in the Company’s equity. The option based payment expense is allocated, in proportion to the number of options granted, to the accounts for Consulting fees ($11,563), Directors fees ($30,451), Investor relations fees ($17,880) and Professional fees ($3,251). These amounts total $63,145 for the current fiscal year, and were incurred in the first quarter of the fiscal year.

If the option based payments amounts were removed from the operating loss, the loss would show as $114,540, a decrease of $58,370 when compared to the previous quarter. The largest amount difference was in Filing and Transfer Agent fees which were lower by $46,518, reflecting the payment of the annual fees to the exchanges and for sedar filing. The next largest amount difference was a decrease in Shareholder information and promotion costs by $11,260 when compared to the previous quarter, mostly due to the end of the agreement with the Progressive Group in February. The next largest amount difference was a decrease in Travel in the amount of $3,180 reflecting the costs for the PDAC and KEG attendance in the quarter ended April 30^th. The next largest amount difference was an increase in Office and miscellaneous in the amount of $1,951 reflecting the increase in insurance costs (mostly to the change in the US$ exchange rate) and the costs related to the annual materials mail out. Professional fees which were higher by $1,380, mostly reflecting the cost for the corporate tax return and a reduced amount for legal fees in the current quarter. All other expenses had a difference of less than $1,000 between the quarter ended July 31^st and the quarter ended April 30^th with the July 31^st quarter lower.

When you compare the quarter ended July 31, 2015 with the July 31, 2014 quarter, the option based payment expense, allocated to the accounts for Consulting fees, Directors fees, Investor relations fees and Professional fees, total $320,532 for the 2014 fiscal quarter, compared to $nil for the 2015 fiscal quarter. If the option based payments amounts were removed from the operating loss, the loss would show as $150,159 for the quarter ended July 31, 2014, compared to $114,540 for the quarter ended July 31, 2015. The difference between these two first quarters was $35,619, with 2015 lower. The largest amount was in Shareholder information and promotion which was higher by $31,285 in 2014 reflecting the agreement with Renmark and also fees for Dig Media during that quarter. Filing and Transfer Agent fees were higher by $3,568 in 2015 reflecting the filing fees for the private placement announced in June and amended in July. The next largest amount difference was in Professional fees, which were lower in 2015 by $2,552 due to a reduced cost for legal fees in the current quarter. Director fees were lower by $2,500 in the 2015 quarter due to an additional meeting held in 2014. All other expenses had a difference of less than $1,000 between the 2015 and 2014 fiscal quarters, with 2015 lower.

During the current quarter, the Company incurred $38,698 in exploration & evaluation expenditures on the Morrison property, compared to $59,866 in exploration & evaluation expenditures on the Morrison property in the quarter ended April 30, 2015 and compared to $86,322 for the quarter ended July 31, 2014.

Liquidity

The Company currently does not have a producing mineral property. The Company’s only source of funds has been from sale of common shares, some interest revenue from cash on hand, and reclamation bond interest. The exploration and development of mineral deposits involve significant risks including commodity prices, project financing, permits and licenses from various agencies in the Province of British Columbia and local political and economic developments.

The Company’s financial instruments consist of cash, reclamation deposits, accounts payable and accrued liabilities and amounts owing to related parties. It is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from its financial instruments.

At the end of the fiscal year 2015, the Company reported a net loss of $1,713,748 ($0.14 per share) compared to a net loss of $4,205,419 ($0.34 per share) for the year ended January 31, 2014.

Cash held at the end of the period was sufficient to meet our current liabilities.

Pacific Booker has a lease for the rental premise in which the Company’s head office operates. It is a standard rental lease which expired in April 2015 and has been extended for another 6 months to October 31, 2015. Details on the financial obligations are detailed in our annual financial statements (Note 13).

Off-Balance Sheet Arrangements

The Company has one off Balance Sheet arrangement with Xstrata LLP for 250,000 shares to be issued on commencement of commercial production on the Morrison property. The details on this transaction are disclosed in our interim and annual financial statements (Note 5).

The Company has signed an agreement with a hunting lodge in the area of the project, which, conditional on the receipt of applicable permits and licences, requires the Company to pay $100,000 (plus sales tax if required) as full and final compensation for any loss of business which the lodge may suffer in connection with the construction, development and overall operation of the mine. This payment is required to be made three months prior to commencement of construction.

Related Party Transactions

Payments were made or incurred to 2 current company directors for services provided in the course of normal business operations. Specifically, to a director for shareholder relations and financing, and to another director for services related to project management. Payment was also made to an officer of the Company for accounting and management services. Fees for these services amounted to $64,560 in the current quarter compared to $64,133 for the corresponding period in the previous fiscal year.

Also, payments were made to our independent directors for attendance at board and committee meetings. Fees for this amounted to $4,500 for the current quarter compared to $7,000 for the corresponding period in the previous fiscal year.

Proposed Transactions

The Company does not have any proposed transactions planned, with the exception of continued funding arrangements.

Accounting Estimates and changes in policies

The Company has detailed its significant accounting policies in Note 3 of the annual financial statements.

Issuer’s disclosure controls and procedures

The Company has procedures that we believe provide reasonable assurance that material information is made known to the individuals preparing the filings by others within the Company, particularly during the period in which the annual filings are being prepared. The Company has controls in place over financial reporting to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the International Financial Reporting Standards (“IFRS”), and the Company has evaluated the effectiveness of its disclosure controls and procedures as of the end of the period. We hereby disclose our conclusion that the disclosure controls and procedures are effective.

Forward Looking Statements

This discussion may include forward-looking statements respecting the Company’s strategies. By their nature, forward-looking statements are subject to numerous risks and uncertainties that can significantly affect future results. Actual future results may differ materially from those assumed or described in such statements as a result of the impact of issues, risks and uncertainties, which the Company may not be able to control. The reader is therefore cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any intention or obligation to update or revise these forward-looking statements.

Selected Annual Information

The following summary information has been taken from the financial statements of Pacific Booker Minerals Inc., which have been prepared in accordance with International Financial Reporting Standards (“IFRS”). The figures reported are all in Canadian dollars.

The following table shows the total revenue (Finance income), the loss from our financial statements, total assets, and total long term liabilities for each of the three most recently completed financial years.


For the year ended	Total Assets	Total Long-term Liabilities	Total Revenue	Net Loss
For the year ended	Total Assets	Total Long-term Liabilities	Total Revenue	Total	Per Share
January 31, 2013	$ 30,905,845	$ -	$ 3,960	$ 1,045,316	$ 0.09
January 31, 2014	$ 30,287,558	$ -	$ 1,217	$ 4,205,419	$ 0.34
January 31, 2015	$ 29,718,621	$ -	$ 963	$ 1,713,748	$ 0.14

Summary of Quarterly Results

The following summary information has been taken from the financial statements of Pacific Booker Minerals Inc., which have been prepared in accordance International Financial Reporting Standards (“IFRS”). The figures reported are all in Canadian dollars. US dollar amounts held as US dollars are converted into Canadian dollars at current exchange rates until actually converted into Canadian dollars, at which time the actual amount received is recorded. Any gains or losses from the exchange of currencies are reported on the Statement of Comprehensive Loss for the company in the current period.

The following table shows the total revenue (Finance income), the loss from our financial statements (cost of operating expenses, etc) before any unusual items, and the total loss and loss per share for each three month period for the last eight quarters. The second table following shows the same items on an accumulating basis per fiscal year.


For the three months ended	Total Revenue	Loss before other items	Net Loss
For the three months ended	Total Revenue	Loss before other items	Total	Per Share
October 31, 2013	$ 206	$ 1,502,329	$ 1,502,123	$ 0.12
January 31, 2014	$ 710	$ 407,614	$ 406,904	$ 0.03
April 30, 2014	$ 171	$ 620,353	$ 620,182	$ 0.05
July 31, 2014	$ -	$ 470,691	$ 470,691	$ 0.04
October 31, 2014	$ 159	$ 331,051	$ 330,892	$ 0.03
January 31, 2015	$ 633	$ 292,616	$ 291,983	$ 0.02
April 30, 2015	$ -	$ 236,055	$ 236,055	$ 0.02
July 31, 2015	$ -	$ 114,540	$ 114,540	$ 0.01


For the period ended	Total Revenue	Loss before other items	Net Loss
For the period ended	Total Revenue	Loss before other items	Total	Per Share
for the 9 month period ended October 31, 2013	$ 507	$ 3,799,022	$ 3,798,515	$ 0.31
for the year ended January 31, 2014	$ 1,217	$ 4,206,636	$ 4,205,419	$ 0.34
for the 3 month period ended April 30, 2014	$ 171	$ 620,353	$ 620,182	$ 0.05
for the 6 month period ended July 31, 2014	$ 171	$ 1,091,044	$ 1,090,873	$ 0.09
for the 9 month period ended October 31, 2014	$ 330	$ 1,422,095	$ 1,421,765	$ 0.12
for the year ended January 31, 2015	$ 963	$ 1,714,711	$ 1,713,748	$ 0.14
for the 3 month period ended April 30, 2015	$ -	$ 236,055	$ 236,055	$ 0.02
for the 6 month period ended July 31, 2015	$ -	$ 350,595	$ 350,595	$ 0.03

Additional Disclosure for Venture Issuers

Mineral Property Interests

The following tables show the cost (write off) of acquisition payments by claim for each of the last eight quarters.


	Morrison	Total
As at July 31, 2013	$ 4,832,500	$ 4,832,500
to October 31, 2013	-	-
to January 31, 2014	-	-
As at January 31, 2014	$ 4,832,500	$ 4,832,500
to April 30, 2014	-	-
to July 31, 2014	-	-
to October 31, 2014	-	-
to January 31, 2015	-	-
As at January 31, 2015	$ 4,832,500	$ 4,832,500
to April 30, 2015	-	-
to July 31, 2015	-	-
As at July 31, 2015	$ 4,832,500	$ 4,832,500

Deferred Exploration & Development expenditures

The table following shows the exploration expenditures or (write-offs) for each of the last eight quarters on a per claim basis.


	Morrison	Grants/Tax Credits	Total
As at July 31, 2013	$ 24,869,471	$ (859,434)	$ 24,010,037
to October 31, 2013	46,160	-	46,160
to January 31, 2014	42,320	-	42,320
As at January 31, 2014	$ 24,957,951	$ (859,434)	$ 24,098,517
to April 30, 2014	76,136	-	76,136
to July 31, 2014	86,322	-	86,322
to October 31, 2014	35,400	-	35,400
to January 31, 2015	36,496	-	36,496
As at January 31, 2015	$ 25,192,305	$ (859,434)	$ 24,332,871
to April 30, 2015	59,866	-	59,866
to July 31, 2015	38,698	-	38,698
As at July 31, 2015	$ 25,290,869	$ (859,434)	$ 24,431,435

Equity

The table following shows the change in capital stock and net operating expenses for each three month period and the accumulated operating deficit and total equity for the last eight quarters.


	Capital Stock	Subscriptions Received	Contributed Surplus	Operating Loss	Deficit ending	Total Equity
As at July 31, 2013	$ 49,874,704	$ -	$ 12,142,670	$ 2,296,392	$ 31,389,114	$ 30,628,260
to October 31, 2013	-	-	1,295,733	1,502,123	32,891,237	30,421,870
to January 31, 2014	6,000	-	213,440	406,904	33,298,141	30,234,406
As at January 31, 2014	$ 49,880,704	$ -	$ 13,651,843	$ 4,205,419	$ 33,298,141	$ 30,234,406
to April 30, 2014	-	-	446,823	620,182	33,918,323	30,061,047
to July 31, 2014	22,000	-	320,532	470,691	34,389,014	29,932,888
to October 31, 2014	-	-	219,504	330,892	34,719,906	29,821,500
to January 31, 2015	-	-	135,309	291,983	35,011,889	29,664,826
As at January 31, 2015	$ 49,902,704	$ -	$ 14,774,011	$ 1,713,748	$ 35,011,889	$ 29,664,826
to April 30, 2015	-	-	63,145	236,055	35,247,944	29,491,916
to July 31, 2015	-	365,000	-	114,540	35,262,484	29,742,376
As at July 31, 2015	$ 49,902,704	$ 365,000	$ 14,837,156	$ 350,595	$ 35,362,484	$ 29,742,376

Disclosure of outstanding share data

Details of our share transactions for the period and a listing of our outstanding options and warrants can be found in Note 8 of our financial statements.

Subsequent to the period end, the Company has not issued granted or cancelled any options. The Company has completed the private placement announced on June 11^th and amended July 24^th and has issued 277,800 common shares for total proceeds of $555,600 and has issued 138,900 warrants, exercisable for 2 years at a price of $2.50 per share. No finders fee or commission was payable for this transaction and no insiders participated.

Shares issued:


Certificate Dated	details	Transaction amounts		Accumulated totals
Certificate Dated	details	# of shares	$	# of shares	$
July 31, 2015	balance forward			12,363,539	$ 49,902,704
September 21, 2015	Private Placement	277,800	$ 555,600	12,641,339	50,458,304

Options transactions:

Date

details

Exercise Price

Expiry date

# of shares

Total

July 31, 2015

total outstanding

2,186,407

Warrant transactions:


Date	details	Exercise Price	Expiry date	# of shares	Total
July 31, 2015	total outstanding				0
September 21, 2015	Granted	$2.50	September 21, 2017	138,900	138,900

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