RNS Number : 8685H
  European Goldfields Ltd
  11 November 2008
   

    MANAGEMENT'S DISCUSSION AND ANALYSIS
    FOR THE THREE- AND NINE-MONTH PERIODS ENDED 30 SEPTEMBER 2008

    
 
The following discussion and analysis, prepared as at 11 November 2008, is intended to assist in the understanding and assessment of the
trends and significant changes in the results of operations and financial conditions of European Goldfields Limited (the *Company*).
Historical results may not indicate future performance. Forward-looking statements are subject to a variety of factors that could cause
actual results to differ materially from those contemplated by these statements. The following discussion and analysis should be read in
conjunction with the Company*s unaudited consolidated financial statements for the three- and nine-month periods ended 30 September 2008 and
2007 and accompanying notes (the *Consolidated Financial Statements*).
    
 
    Additional information relating to the Company, including the Company's Annual Information Form, is available on the Canadian System for
Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com. 
Except as otherwise noted, all dollar amounts in the following discussion and analysis and the Consolidated Financial Statements are stated
in United States dollars.

    Overview

    The Company, a company incorporated under the Yukon Business Corporations Act, is a resource company involved in the acquisition,
exploration and development of mineral properties in Greece, Romania and South-East Europe.

    The Company's Common Shares are listed on the AIM Market of London Stock Exchange plc and on the Toronto Stock Exchange (TSX) under the
symbol "EGU".

    Greece - European Goldfields holds a 95% interest in Hellas Gold S.A. Hellas Gold owns three major gold and base metal deposits in
Northern Greece.  The deposits are the polymetallic operation at Stratoni, the Olympias project which contains gold, zinc, lead and silver,
and the Skouries copper/gold porphyry project. Hellas Gold commenced production at Stratoni in September 2005 and commenced selling an
existing stockpile of gold concentrates from Olympias in July 2006. Hellas Gold is applying for permits to develop the Skouries and Olympias
projects.

    Romania - European Goldfields owns 80% of the Certej gold/silver project in Romania. In July 2008, the National Agency of Mineral
Resources approved the technical feasibility study in support of its permit application and issued a new mining permit for the Certej
project. 

      Results of operations

    The Company's results of operations for the three- and nine-month periods ended 30 September 2008 were comprised primarily of activities
related to the results of operations of the Company's 95%-owned subsidiary Hellas Gold in Greece and the Company's exploration and
development program in Romania.  Hellas Gold's operational results for the eight most recently completed quarters are summarised in the
following tables:

                                         Stratoni Mine (Greece)
                                    2008      2008     2008     2007     2007     2007     2007     2006
                                      Q3        Q2       Q1       Q4       Q3       Q2       Q1       Q4
 Inventory (start of period)
 Ore mined (wet tonnes)            1,003     2,816        -    4,868    4,603      843    2,499    3,617
 Zinc concentrate (tonnes)         5,660     2,745    1,689    2,797        2    3,524       37    1,199
 Lead/silver concentrate           1,238     2,213       49    2,042    2,150    1,846      214    1,345
 (tonnes)

 Production
 Ore mined (wet tonnes)           69,847    73,137   58,208   50,643   56,075   53,088   55,069   47,321

 Ore milled (tonnes)              63,040    73,280   53,675   53,813   54,499   48,179   55,258   47,038
 - Average grade: Zinc (%)          8.82     10.37     9.37     9.00     8.42    11.57    11.39    10.73
   Lead (%)                         6.40      6.21     5.35     8.12     7.55     9.14     7.38     6.56
   Silver (g/t)                      160       155      134      206      186      232      180      162

 Zinc concentrate (tonnes)        10,451    14,139    9,427    9,082    8,506   10,485   11,731    9,263
 - Containing: Zinc (tonnes)       5,132     7,004    4,644    4,425    4,194    5,170    5,760    4,619

 Lead concentrate (tonnes)         5,531     6,443    4,035    6,012    5,586    5,955    5,406    3,993
 - Containing: Lead (tonnes)       3,726     4,201    2,653    4,021    3,781    4,109    3,744    2,818
   Silver (oz)                   280,305   316,354  207,215  316,837  297,059  328,879  288,023  216,586

 Sales
 Zinc concentrate (tonnes)        14,033    11,224    8,371   10,191    5,710   14,007    8,244   10,425
 - Containing payable: Zinc        5,818     4,633    3,454    4,209    2,364    5,855    3,463    4,418
 (tonnes)*

 Lead concentrate (tonnes)         5,475     7,418    1,872    8,004    5,694    5,651    3,774    5,124
 - Containing payable: Lead        3,495     4,628    1,188    5,082    3,759    3,636    2,486    3,329
 (tonnes)*
 Silver (oz)*                    263,464   355,298   95,582  399,272  297,321  285,349  190,292  254,881

 Cash operating cost per tonne       164       161      164      175      144      135      138      147
 milled ($)
 Cash operating cost per tonne       109       103      110      121      105      100      104      114
 milled (EUR)

 Inventory (end of period)
 Ore mined (wet tonnes)            6,489     1,003    2,816        -    4,868    4,603      843    2,499
 Zinc concentrate (tonnes)         2,078     5,660    2,745    1,689    2,797        2    3,524       37
 Lead/silver concentrate           1,294     1,238    2,213       49    2,042    2,150    1,846      214
 (tonnes)

 Financial information
 (in thousands of US dollars)
 Sales ($)                        13,250    13,000   10,097   18,483   16,634   22,866   14,215   19,439
 Gross profit ($)                    171     (198)    3,060    6,147    8,425   13,991    8,294   10,477
 Capital expenditure ($)           2,496     2,086    3,111    3,779   12,142    4,673    1,564    4,202
 Amortisation and depletion ($)    1,571     1,215      997    2,000    1,256      837      653    1,119
    * Net of smelter payable deductions

        Sale of Gold-Bearing Concentrates from Existing Stockpile at Olympias (Greece)
                                   2008    2008   2008     2007    2007    2007    2007   2006
                                     Q3      Q2     Q1       Q4      Q3      Q2      Q1     Q4
 Sales
 Gold concentrate (dmt)          12,710  22,479  9,778   21,385  28,393  12,686  17,090  3,299

 Financial information
 (in thousands of US dollars)
 Sales ($)                        2,851   5,461  2,611    4,232   5,029   2,078   2,868    431
 Gross profit ($)                 1,222   3,668  1,789    1,279   2,848     958   1,845    192
 Amortisation and depletion ($)      72     129     56    (134)     265      76     120      -

    Realised base metal prices in Q3 were lower than in Q2, but revenues remained at similar levels since Q2 sales had been depressed by a
$2.5 million prior quarter write down.  Revenues from the sale of Olympias gold concentrates were lower than in Q2 as industrial action
continued at Thessaloniki port.
    
 
Operating costs in Q3 rose slightly to EUR109 per tonne from EUR103 per tonne in Q2. With the majority of mining costs fixed on a per tonne
basis, the change resulted solely from lower mill throughput which increased unit costs for the mill and mine G&A. At the end of the quarter
there was 6,489 tonnes of ore inventory, which will be processed in Q4 when unit costs will only benefit accordingly. In dollar terms, the
weakening euro offset the increase in euro costs so that Q3 dollar costs only moved up marginally to $164 per tonne from $161 per tonne in
Q2.


    The Company's financial results for the eight most recently completed quarters are summarised in the following table:

                                    2008     2008     2008     2007     2007     2007     2007     2006
 (in thousands of US dollars,         Q3       Q2       Q1       Q4       Q3       Q2       Q1       Q4
 except per share amounts)             $        $        $        $        $        $        $        $
 Statement of profit and loss
 Sales                            16,101   18,461   12,708   22,715   21,663   24,944   17,083   19,870
 Cost of sales                    14,708   14,991    7,859   15,289   10,390    9,995    6,944    9,201
 Gross profit                      1,393    3,470    4,849    7,426   11,273   14,949   10,139   10,669
 Interest income                   1,306    1,502    1,757    2,699    2,320    1,116      453      393
 Foreign exchange gain/(loss)    (2,800)     (27)    2,674  (2,173)    6,494    (265)    (152)    (903)
 Hedge contract profit             1,362      391        -        -        -        -        -        -
 Expenses                          6,054    5,058    5,017    6,385    4,819    4,875    4,764    3,543
 Share of loss in equity            (66)    (36)         -        -        -        -        -        -
 investment
 Profit/(loss) before income     (4,859)      242    4,263    1,567   15,268   10,925    5,676    6,616
 tax
 Profit/(loss) after income tax  (5,310)      886    3,642    3,629   12,504    8,129    3,957    4,349
 Non-controlling interest            267     (74)    (233)     (29)    (348)  (2,794)  (1,848)  (1,973)
 Profit/(loss) for the period    (5,043)      812    3,409    3,600   12,156    5,335    2,109    2,376
 Earnings/(loss) per share        (0.03)     0.00     0.02     0.02     0.07     0.04     0.02     0.02
 Balance sheet (end of period)
 Working capital                 208,609  216,822  225,673  226,431  224,289  211,637   45,201   41,854
 Total assets                    775,369  796,537  794,911  782,131  744,998  729,774  325,501  311,943
 Non current liabilities         187,275  189,559  188,210  185,433  175,019  170,970   79,183   74,603
 Statement of cash flows
 Deferred exploration and          1,420    1,092    1,603    2,133    1,658    1,248
 development costs - Romania                                                               696      856
 Plant and equipment - Greece      2,971    3,065    7,147    3,779   12,142    4,673    1,577    4,144
 Deferred development costs -        519      656      769      915      491      520      421    2,095
 Greece

    The breakdown of deferred exploration and development costs per mineral property for the three- and nine-month periods ended 30
September 2008 and 2007 is as follows:

                               Nine-month periods ended 30 September  Three-month periods ended 30 September

                                      2008                2007              2008                2007
 (in thousands of US dollars)     $          %         $        %        $         %         $         %
 Romanian mineral properties
 Certej                           3,868         94     3,367      94     1,392       98      1,476        89
 Cainel                              42          1        16       1         -        -         34         2
 Voia                               123          3       161       4        14        1        131         8
 Baita-Craciunesti                   82          2        58       1        14        1         17         1
                                  4,115        100     3,602     100     1,420      100      1,658       100
 Greek mineral properties
 Stratoni                           514         26       240      17        47        9        126        26
 Skouries                         1,145         59     1,115      78       310       60        605       123
 Olympias                           285         15        77       5       162       31      (240)      (49)
                                  1,944        100     1,432     100       519      100        491       100
 Total                            6,059                5,034             1,939               2,149



    The Certej exploitation licence and the Baita-Craciunesti exploration licence are held by the Company's 
80%-owned subsidiary, Deva Gold S.A. ("Deva Gold"). Minvest S.A. (a Romanian state owned mining company), together with three private
Romanian companies, hold the remaining 20% interest in Deva Gold. The Company is required to fund 100% of all costs related to the
exploration and development of these properties.  As a result, the Company is entitled to the refund of such costs (plus interest) out of
future cash flows generated by Deva Gold, prior to any dividends being distributed to shareholders. The Voia and Cainel exploration licences
are held by the Company's wholly-owned subsidiary, European Goldfields Deva SRL.
    The Company recorded a loss (before tax) of $0.35 million for the nine-month period ended 30 September 2008, compared to a profit
(before tax) of $31.87 million for the same period of 2007. The Company recorded a net loss (after tax and non-controlling interest) of
$0.82 million ($0.00 per share) for the nine-month period ended 30 September 2008, compared to a net profit of $19.6 million ($0.14 per
share) for the same period of 2007.

    The Company recorded a loss (before tax) of $4.86 million for the three-month period ended 30 September 2008, compared to a profit
(before tax) of $15.27 million for the same period of 2007. The Company recorded a net loss (after tax and non-controlling interest) of
$5.04 million ($0.03 per share) for the three-month period ended 30 September 2008, compared to a net profit of $12.16 million ($0.07 per
share) for the same period of 2007.

    The following factors have contributed to the above:


�               The key revenue drivers have been commodity prices in particular zinc, lead grades and sale of gold concentrate: in the
first nine months of 2008, the price of zinc which is the primary sales product from the Stratoni mine, averaged approximately $2,130 per
tonne. This was substantially lower than the corresponding period in 2007 which averaged almost $3,450 per tonne. Hellas Gold*s Stratoni
mine was operating at substantially higher levels in the first nine months of 2008 than in the same period of 2007, with mine ore production
increasing 23% and mill throughput increasing 20%. However, lower grades for lead in 2008 meant that lead concentrate production and sales
were at similar levels to the same period in 2007, but with lower levels of profitability. In the first nine months of 2008, Hellas Gold
sold 44,967 tonnes of gold bearing pyrite concentrates from Olympias, a reduction of 23% compared to the same period of 2007 but higher gold
prices more than offset this fall in volumes and resulted in higher gold revenues. In Q3 2008,  sales of gold concentrate were down 55% compared to the same period in 2007. Despite higher gold
prices revenues fell 43%. Overall, lower base metal prices and grades and lower gold concentrates shipments outweighed any benefits from the
higher gold prices, with the result that revenues and profitability declined for the first nine months of 2008 and in Q3 2008 compared to
the same periods of 2007. 
 
�                As a result, the Company recorded a gross profit of $9.71 million in the first nine months of 2008 and $1.39 million in Q3
2008, on revenues of $47.27 million and $16.10 million, respectively, compared to a gross profit of $36.36 million in the first nine months
of 2007 and $11.27 million in Q3 2007, on revenues of $63.69 million and $21.66 million, respectively. Cost of sales of $37.56 million in
the first nine months of 2008 and $14.71 million in Q3 2008, compared to $27.33 million and $10.39 million, respectively, for the same
periods of 2007, reflect the higher tonnages mined and processed, and the effect of a weak US dollar increasing the Euro based costs, and
included $4.04 million in amortisation and depletion expenses in the first nine months of 2008, compared to $3.21 million for the same
period of 2007.
 
�                The Company*s corporate administrative and overhead expenses have increased from $2.60 million in the first nine months of
2007 and $0.87 million in Q3 2007, to $3.92 million and $1.35 million, respectively, for the same periods of 2008. This reflects higher
general levels of corporate activity and higher wage costs compared to the prior period.
 
�                The Company recorded a non-cash equity-based compensation expense of $1.55 million in the first nine months of 2008 and
$0.54 million in Q3 2008, compared to $1.51 million and $0.60 million, respectively, for the same periods of 2007. In the first nine months
of 2008, the Company continued a practice of recharging some of its equity-based compensation expense to its operating subsidiaries, a
portion of which is capitalised by such subsidiaries.
 
�                The Company recorded a foreign exchange loss of $0.15 million in the first nine months of 2008 and a foreign exchange loss
of $2.80 million in Q3 2008. The Q3 loss resulted from the translation of Euro working capital balances held by Hellas Gold into a US dollar
functional currency, and occurred at the end of Q3 2008 during a period of rapid Euro weakness against the US dollar. In contrast, the
Company realised a foreign exchange gain of $6.1 million in the first nine months of 2007, and a gain of $6.5 million in Q3 2007 as the
Company gained from holding a basket of Sterling, Canadian dollars and Euros during a period of US dollar weakness.
 
�                Hellas Gold*s administrative and overhead expenses amounted to $6.20 million in the first nine months of 2008 and $2.19
million in Q3 2008, compared to $6.66 million and $2.13 million, respectively, for the same periods of 2007. Hellas Gold*s administrative
and overhead expenses include the costs of the Athens based office, environmental and water treatment expenses not directly attributable to
the Stratoni operation and the costs of various projects in communities around the mine. 
 
�                Hellas Gold incurred an expense of $3.86 million in the first nine months of 2008 and $1.76 million in Q3 2008, compared to
$3.25 million and $1.07 million, respectively, for the same periods of 2007, for ongoing water pumping and treatment at its non-operating
mines of Olympias and Stratoni (Madem Lakkos), in compliance with Hellas Gold*s commitment to the environment under its contract with the
Greek State.  The increase in Q3 2008 relates to higher costs incurred accessing old voids at Madem Lakkos to allow backfilling activities
to continue.
 
�                The Company recorded a charge for income taxes of $0.43 million in the first nine months of 2008 and $0.45 million in Q3
2008, compared to charges of $7.28 million and $2.76 million, respectively, for the same periods of 2007. Lower profitability in 2008 meant
that Hellas Gold recorded a much lower charge for income tax in the first nine months of 2008 and Q3 2008.  Higher metal prices and
profitability in the prior periods led to higher charges for taxation.
 
�                The Company recorded a charge of $0.04 million in the first nine months of 2008 and a credit of $0.27 million in Q3 2008
relating to the non-controlling shareholder*s interest in Hellas Gold*s profit (after tax) for this period, compared to charges of $4.99
million and $0.35 million, respectively, for the same periods of 2007 relating to the non-controlling shareholder*s interest in Hellas
Gold*s loss (after tax) for this period.




    Liquidity and capital resources

    As at 30 September 2008, the Company had cash and cash equivalents of $187.56 million, compared to 
$218.84 million as at 31 December 2007, and working capital of $208.61 million, compared to $226.43 million as at 31 December 2007.

    The decrease in cash and cash equivalents as at 30 September 2008, compared to the balances as at 
31 December 2007, resulted primarily from capital expenditure in Greece ($13.18 million), changes in working capital balances ($13.44
million), deferred exploration and development costs in Romania ($4.12 million),  the purchase of land ($2.71 million), investment in an
associate ($1.86 million) and deferred development costs in Greece ($1.94 million), offset by advanced sales proceeds from offtakers ($3.56
million) and operating cash flow ($2.58 million).

    The following table sets forth the Company's contractual obligations including payments due for each of the next five years and
thereafter:
                               Payments due by period
                            (in thousands of US dollars)
 Contractual obligations          Total  Less than 1 year  1 - 3 years  4 - 5 years  After 5 years

 Operating lease (London          1,043               190          379          379             95
 office)
 Exploration licence spending
 commitments (Voia, Romania)        634                 -          634            -              -
 Outotec OT - Processing Plant   38,750            36,278        2,472            -              -
 Total contractual obligations   40,427            36,468        3,485          379             95

    In 2008, the Company now expects to spend a total of $32 million in capital expenditures to fund the development of its project
portfolio.  This amount comprises $10 million at its existing operation at Stratoni to complete and expand the internal underground
infrastructure at Mavres Petres and upgrade the mill, $3 million at Olympias in preparation for the refurbishment of the mine and process
plant, and $10 million at Skouries as the Company expects to continue to spend on long lead time equipment and engineering studies. At
Certej, the Company expects to spend $9 million as it finalises its bankable feasibility study, progresses through the final stages of
permitting and continues exploration around Certej to increase the life of mine. In addition to its capital expenditure programme, the
Company expects to spend $1 million in exploration over the wider licence area in Greece, $13 million on Hellas Gold administrative and
overhead and water treatment expenses, and $5 million on corporate administrative and overhead expenses.  The Company expects to fund all such costs from existing cash balances and operating cash flow generated at
Stratoni.

    Significant changes in accounting policies

    Capital Disclosures - Effective 1 January 2008, the Company adopted CICA Handbook, Section 1535, Capital disclosures. The new standard
requires disclosures of qualitative and quantitative information that enables users of financial statements to evaluate the Company's
objectives, policies and processes for managing capital.

    Inventories - Effective 1 January 2008, the Company adopted the CICA Handbook Section 3031, Inventories. The new section requires
inventories to be measured at the lower of cost and net realisable value and provides guidance on the cost methodology used to assign costs
to inventory, disallows the use of last-in-first-out inventory costing methodology and requires that, when circumstances which previously
caused inventories to be written down below cost no longer exist, the amount previously written down is to be reversed. Upon adoption, the
impact to the financial statements arising was immaterial.

    Standards of Financial Statement Presentation - Effective 1 January 2008, the Company adopted CICA Handbook Section 1400, General
Standards of Financial Statement Presentation. This section provides guidance related to management's assessment of the Company's ability to
continue as a going concern. The adoption of this standard had no impact on the Company's presentation of its financial position.

    Financial Instruments Presentation and Disclosures - Effective 1 January 2008, the Company adopted CICA Handbook Sections 3862 -
Financial instruments - disclosures, and 3863 - Financial instruments - Presentation. These new Sections are a replacement of and represent
a revision and enhancement to Section 3861 - Financial instruments - Presentation and disclosure. Under the new standards, the Company is
required to disclose information about the significance of financial instruments for its financial position and performance and qualitative
and quantitative information about its exposure to risks arising from financial instruments, as well as management's objectives, policies
and processes for managing such risks. The adoption of these standards did not have an impact on the classification and valuation of
financial instruments. 

    Change in functional currency - During the nine-month period ended 30 September 2008, Hellas Gold completed a long term planning
exercise on its Stratoni mine. As a stand alone business, Stratoni was shown to generate excess of US dollar revenues over Euro expenses for
its life of mine. Hellas Gold also has a series of development projects which will increase the excess of US dollar revenues over Euro
denominated costs. Also taken into consideration along with the net cash flows were the following factors:


�           All sales are priced in US dollars;
�           Sales markets are international, rather than domestic to Greece;
�           Day to day activities are financed by US dollar denominated sales;
�           Significant amounts of future financing earmarked for the development projects has already been raised in US dollars by European
Goldfields Limited, and other financing in Hellas Gold, prepaid sales receipts, have all been US dollar denominated;
�           Labour and materials are predominantly denominated in Euros.
    
 
    Overall, it was deemed that the net exposure to the US dollar was greater than the exposure to the Euro, and that the functional
currency of Hellas Gold should change to the US dollar. The change in functional currency was effective 1 January 2008.

    International Financial Reporting Standards ("IFRS") - In 2006, the Canadian Accounting Standards Board ("AcSB") published a new
strategic plan that will significantly affect financial reporting requirements for Canadian companies.  The AcSB strategic plan outlines the
convergence of Canadian GAAP with IFRS over an expected five year transitional period. In February 2008, the AcSB confirmed that publicly
listed companies will be required to adopt IFRS for interim and annual financial statements relating to fiscal years beginning on or after
January 1, 2011, and in April 2008, the AcSB issued for comment its Omnibus Exposure Draft, Adopting IFRS in Canada. Early adoption may be
permitted, however it will require exemptive relief on a case by case basis from the Canadian Securities Administrators. 

    The Company has begun assessing the adoption of IFRS and is in the process of completing its overall conversion plan. The plan assesses
the possible benefits of early adoption, the key differences between IFRS and Canadian GAAP including disclosures as well as a timeline for
implementation.  

    Outstanding share data

    The following represents all equity shares outstanding and the numbers of common shares into which all securities are convertible,
exercisable or exchangeable:


 Common shares:                          179,382,381
 Common share options:                     3,941,666
 Restricted share units:                     355,000
 Common shares (fully-diluted):          183,679,047
 Preferred shares:                               Nil


    Outlook

    Reference is made to the Company's news release dated 11 November 2008 which accompanies this Management's Discussion and Analysis.

    Risks and uncertainties

    The risks and uncertainties affecting the Company, its subsidiaries and their business are discussed in the Company's Annual Information
Form for the year ended 31 December 2007, filed on SEDAR at www.sedar.com.





This information is provided by RNS
The company news service from the London Stock Exchange
 
  END 
 
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