D E  V I S S E R  G R A Y
                    CHARTERED ACCOUNTANTS

                                401 - 905 West Pender Street
                                        Vancouver, BC Canada
                                                     V6C 1L6

                                         Tel: (604) 687-5447
                                         Fax: (604) 687-6737


AUDITORS' REPORT

To the Shareholders of Anooraq Resources Corporation

We  have  audited the consolidated balance sheets of Anooraq
Resources  Corporation as at October 31, 2002 and 2001,  and
the  consolidated  statements of operations,  deficit,  cash
flows  and  exploration costs for each of the years  in  the
three   year   period  ended  October   31,   2002.    These
consolidated financial statements are the responsibility  of
the  Company's management.  Our responsibility is to express
an  opinion on these consolidated financial statements based
on our audits.

We   conducted  our  audits  in  accordance  with  generally
accepted auditing standards in Canada and the United  States
of  America.   Those  standards require  that  we  plan  and
perform an audit to obtain reasonable assurance whether  the
consolidated  financial  statements  are  free  of  material
misstatement.  An audit includes examining, on a test basis,
evidence  supporting  the amounts  and  disclosures  in  the
consolidated  financial statements.  An audit also  includes
assessing  the  accounting principles used  and  significant
estimates  made  by  management, as well as  evaluating  the
overall financial statement presentation.

In  our  opinion,  these consolidated  financial  statements
present  fairly,  in  all material respects,  the  financial
position of the Company as at October 31, 2002 and 2001  and
the results of its operations and cash flows for each of the
years  in  the three year period ended October 31,  2002  in
accordance with generally accepted accounting principles  in
Canada.   As required by the Company Act (British Columbia),
we  report that, in our opinion, these principles have  been
applied on a consistent basis.



CHARTERED ACCOUNTANTS

Vancouver, British Columbia
March 6, 2003

COMMENTS BY AUDITORS FOR U.S. READERS ON CANADA - U.S.
REPORTING CONFLICT

In  the  United  States,  reporting standards  for  auditors
require  the addition of an explanatory paragraph (following
the  opinion  paragraph) when the financial  statements  are
affected by significant uncertainties and contingencies such
as   those   referred  to  in  note  1  to  these  financial
statements.  Although we conducted our audits in  accordance
with  both  Canadian  and U.S. generally  accepted  auditing
standards,  our  report to the shareholders dated  March  6,
2003  is  expressed  in accordance with  Canadian  reporting
standards  which do not require a reference to such  matters
when  the  uncertainties  are adequately  disclosed  in  the
financial statements.



CHARTERED ACCOUNTANTS

Vancouver, British Columbia
March 6, 2003