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On January 10, 2008, Paul Maarschalk, BA (Hons.), B. Compt., CA, CBV was appointed Chief Financial Officer and Corporate Secretary replacing Mr. Bob Evans who retired after 15 years of service. Mr. Maarschalk is a highly regarded Chartered Accountant and Chartered Business Valuator with extensive financial accounting experience as well as a background in investment banking and audit. On January 15, 2008, Dave Tupper, P.Geol., Vice-President Exploration resigned from Solomon after five years of service to pursue other opportunities. On March 1, 2008, Randall S. Rogers, P.Geol. was appointed President and Chief Operating Officer. Randy was formerly the Vice President – Corporate Development and Investor Relations for Solomon and brings a wealth of exploration and corporate governance expertise to his new role. Randy obtained an M.Sc. in Geology from Queen’s University at Kingston in 1981, worked for many years as a geologist for Noranda Exploration Company Ltd. and was highly regarded as a stock market investigator in the Royal Canadian Mounted Police prior to his retirement in 2007. He has published numerous articles in professional journals on the subject of corporate governance and forensic geology and presented papers on these subjects at industry conferences including the Prospectors and Developers Association Conference, the Canadian Institute of Mining and Metallurgy and others.

Also effective March 1, 2008, Lawrence J. Nagy was appointed Chairman and Chief Executive Officer. Larry is well known as a founding director of Solomon with over 37 years of experience in the mineral resource industry. He acquired a B.A. in Geology from the University of Saskatchewan in 1966 and spent many years working for Cominco Ltd. on projects in western Canada and Australia. Larry was a co-founder of Keewatin Engineering Ltd., a Vancouver-based geological consulting company responsible for managing exploration projects worldwide. Larry provides broad international mineral exploration experience through his tenure in a variety of successful junior resource companies. As a director of Delaware Resources Ltd. he

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was fundamental to the acquisition and development of the Snip Property. He has also served as a director of Calpine Resources Ltd., which optioned the Eskay Creek Property and subsequently discovered one of the largest and richest gold-silver deposits in North America. While serving as President and a director of Oliver Gold Corporation, he led Oliver in the discovery of the Segala gold deposit in Mali, West Africa, and the Ipanema gold deposit in Zimbabwe.

, 2006 from Indata Resources Ltd. and Nation River Resources Ltd., of Courtenay, British Columbia and subsequently acquired additional prospective ground to the east and west of the option area. Solomon has met required exploration commitments and maintained the property in good standing as contemplated by the option agreement. In 2007 Solomon completed 14 diamond drill holes for a total of 2564 meters of NQ2 core to confirm and expand historical mineralization and to test attractive copper-in-soil geochemical anomalies and encouraging trench sampling results from widely separated locations within the claim boundaries. The 2007 drilling of the "A" Zone returned a grade of 0.60% copper over a true width of 25 meters and indicated a down dip extent of a approximately 225 m. Drilling to the west along strike found the "A" Zone to weaken both near surface and at depth. Drilling of the "A" Zone along strike to the east remains to be undertaken, and is a prime target for follow-up.

Solomon’s 2007 exploration program further defined several widely separated mineralized areas including the Campbell Trench Zone, the Bug Zone and the Slide Zone. In addition, several areas of anomalous copper-molybdenum soil geochemical values were outlined for future exploration including

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the Sleeper copper-molybdenum anomaly which cross-cuts the "A" Zone, and an unnamed 400 meter by 4000 meter northwest trending zone of moderately anomalous copper-molybdenum soil geochemical values. The 2008 work program, budgeted at $ 435,000, will include 1,500 meters of diamond drilling, geological mapping, and prospecting as well as rock, soil and stream geochemical surveys. Solomon has signed a 1,500 metre NQ2 drilling contract with Atlas Diamond Drilling Ltd. of Kamloops, British Columbia with drilling planned to commence July 5, 2008.

recovery pilot plant on their holdings. The Baruunbayan Property is located within the Ooshiin Govi Basin at the southwestern end of the Unegt Depression. A small horst block isolates the Ooshiin Govi from the main trend of the Unegt Depression. Drilling in 2007 confirmed that the Ooshiin Govi Basin is transected by reactivated tectonic faults striking generally northeasterly. Thick lacustrine sediments have accumulated in the southeastern and more deeply seated edge of the Basin, while coarse alluvial and proluvial sediments accumulated at the uplifted northwestern edge of the Basin. Environmental baseline work was completed by Eco-Trade LLC on Solomon’s Baruunbayan property in the late fall of 2007. The environmental contractor documented unrehabilitated trenches and other surface impacts from historical Soviet exploration near the Tsagaan Tsav village and surveyed fourteen wells within the Solomon licence area. Water samples were collected and geochemical analyses conducted by Actlabs in Ontario.

In advance of the 2008 field season Solomon personnel collated reports and data from previous exploration in the Unegt, Zuunbayan and Sainshand Depressions in Dornogobi Aimag. The company’s geologists and geophysicists reviewed geological reports from oil exploration from 1930 to 1970, regional geological mapping from 1960 to 2003, hydrogeological exploration from 1940 to 1990, copper-

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molybdenum-gypsum exploration from 1980 to 1985 and Soviet-era uranium exploration from 1980 to 1985. On March 19, 2008, field work resumed on the Baruunbayan Property including 1700 line-kilometers of ground geophysics, detailed geological mapping and alpha cup surveys. On April 3, 2008 diamond drilling resumed on the Baruunbayan Property with the first collar of the 2008 drill program located 400 meters south-southeast of hole DDH-BB-8 from the 2007 drilling which returned assays of 0.02% U

, 2006. Solomon may purchase the 0.5% NSR for $250,000 at any time during the 12 months after startup should the property be placed into production. The northern part of the Zamtiin Gol area is underlain by Upper Proterozoic medium grained biotite and biotite-hornblende granite which forms an elevated northern highland above lower rounded hills to the south comprised of Proterozoic coarse grained biotite-hornblende granite-porphyry. The Zamtiin Gol Project area includes a number of airborne spectrometric anomalies, first identified by Soviet workers in 1984, which rank amongst the strongest in central Mongolia.

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Solomon conducted 1:50,000 scale geological mapping and truck mounted spectrometer surveys over the southern portion of the project area in 2007, and a limited program of grid auger soil sampling. Five discrete spectrometric anomalies were outlined with values ranging from 1200 to 4200 Counts per Second (cps) and twelve distinct soil geochemical anomalies were identified with values up to 0.11 % U

Other Exploration Programs and Activities

Orezone Resources Inc. continues to explore the Bombore Gold Project in Burkina Faso in West Africa which it holds under option from Channel Resources Ltd. and Solomon Resources Limited. Orezone has met the expenditure requirements of C$1.7 million under the option agreement to earn a 50% interest in the project. Under the terms of the option agreement Orezone may earn a further 20% interest in the project by completing a bankable feasibility study and may then purchase the remaining interest from Channel and Solomon Resources for cash payments of CDN$550,000 and CDN$450,000 respectively, subject to a 1% net smelter return royalty shared between the two companies. Orezone has received all of the assays from a recent 19,662-meter reverse circulation drill program and published an initial resource estimate on SEDAR. Further information is available from Orezone at http://www.orezone.com . Solomon currently holds a 22.5 % interest in the Bombore project.

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The company has abandoned the Tatsa and Nook & Rook mineral tenures in British Columbia as having limited exploration potential under current market conditions. Neither the company nor Brett Resources Limited, which is earning into the project, has conducted exploration during this reporting period on the Sleitat Mountain tin-tungsten-silver project in Alaska. In the third quarter of fiscal 2008 the Company had net income of $338,086 or $0.01 per share as compared to a net loss of $48,863 or $0.00 per share for the comparative quarter of fiscal 2007. The following discussion explains the variations in the key components of these numbers, but as with most junior exploration companies the results of operations are not the main factor in establishing the financial health of the Company. Of far greater significance are the properties the Company has, its working capital and the company’s on-going exploration programs. In the third quarter of fiscal 2007 the Company sold a portion of its investments in two other resource issuers to finance its ongoing operations. This resulted in proceeds on sale of $479,426 and a corresponding book gain of $228,156. The book gain does not represent the actual gain on sale that the Company made as some of the investments had been written down or revalued to market value in prior periods. The company did not sell any of its investments in the third quarter of fiscal 2008. In the third quarter of fiscal 2008 the company completed the exchange of all of its tenements in Australia, recorded on the balance sheet as "Assets held for Sale", for shares in Integra Mining Ltd with a market value of A$1,000,000. As a result, at April 30, 2008 the Company held 3,806,745 shares in Integra with a market value of Cdn $2,308,898. Following the transaction the Company was able to write back its rehabilitation provision, resulting in a book gain on the transaction of Cdn $425,627. There was no comparable transaction in the third quarter of fiscal 2007. In the quarter ended April 30, 2008 the Company recognized a gain on exchange of $72,572. The comparative number for the quarter ended April 30, 2007 was $9,406. In the quarter ended April 30, 2008 the Company revalued its investment in Integra Mining Ltd. and wrote down its investment in Brett Resources Inc. to market value at the time, resulting in a combined revaluation surplus of $214,757. There was no comparative number for the same quarter in 2007 (see note one to the interim financial statements in respect to the change in accounting policy). Interest income decreased substantially in the quarter ended April 30, 2008 as the Company had smaller cash balances on hand, on a time weighted basis, than in the same quarter of 2007. Results of operations20082007Net income (loss) $ 338,086 $ (48,863)Gain (loss) on sale of investment $ - $ 228,156 General and administrative costs $ 171,028 $ 276,512 Stock based compensation $ - $ 129,200 Write down property costs $ - $ 30,246 Three Months EndedApril 30

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The Company’s general and administrative expenses decreased in the quarter ended April 30, 2008 to $171,028 from $276,512 in the same quarter in the prior year. The major decrease was in the cost to the company of stock based compensation awarded in the third quarter of fiscal 2007. Other significant differences were in rent (to $14,161 in the quarter ended April 30, 2008 compared to $8,000 in the comparative quarter of the previous year) as a result of the Company taking on new premises in Armstrong BC ahead of relinquishing the office in Vancouver and professional fees (to $109,877 in the quarter ended April 30, 2008 compared to $96,392 in the comparative quarter of the previous year) largely resulting from increased costs of management and the legal costs associated with the sale of assets in Australia. Professional fees included management fees of $36,000 paid to the Company’s Chief Executive Officer, $45,750 paid to the Company’s president, and $18,600 paid to the Company’s Chief Financial Officer. The company did not write off any exploration expenditure in the quarter ended April 30, 2008 compared to a property write off expense of $30,246 in the quarter ended April 30, 2007. For the year 2008 the Company is required to report its comprehensive income (see change in accounting policy). In Solomon’s case the difference between its net income and its comprehensive income for the period derives from the fluctuating fair market value in its investments. At January 31, 2008 the Company’s investments had a fair market value of $1,704,754. At April 30, 2008, after accounting for additional shares in Integra Mining Ltd acquired in exchange for tenements referred to above, a revaluation of the Integra shares and a write down of the Company’s shares in Brett Resources Ltd. the fair market value of the Company’s investments stood at $2,884,898. The company earned comprehensive income for the quarter of $552,843 ($0.01 per share) compared to a comprehensive loss for the quarter ended 30 April 2007 of $48,863 ($0.00 per share).

Notes: Fiscal 2008First quarterSecond quarterThird quarterTotal revenues $ 24,483 17,266$ 10,844$ Net income (loss) $ (47,178)443,068$ 338,086$ Net income (loss) per share $ (0.00)0.01$ 0.01$ Fiscal 2007First quarterSecond quarterThird quarterFourth quarterTotal revenues $ 6,883 $ 9,530 $ 20,333 $ 35,664 Net income (loss) $ 42,400 $ (1,914,852) $ (48,863) $ (32,816)Net income (loss) per share $ 0.00 $ (0.04) $ 0.00 $ 0.00

1. 1) The total revenue consists of gas royalties and interest income.
2. 2) There were no discontinued operations or extraordinary items in the periods under review.

Quarterly results can vary significantly depending on whether the Company has realized any gain on sale of its investment, abandoned any properties or granted any stock options.

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The Company has in place a system of disclosure controls and procedures designed to provide reasonable assurance that material information is gathered and reported to senior management, including the Chief Executive Officer, Chief Operating Officer and Chief Financial Officer, so as to permit timely decisions on public disclosure. Management has evaluated the effectiveness of the Company’s disclosure controls and procedure as of April 30, 2008 and concluded that material information is gathered and reported to senior management, so as to permit the required timely decisions on public disclosure.

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Apart from the above there were no transactions with related parties in the quarter.

The Company’s financial instruments include cash and cash equivalents, receivables, investments and payables. The Company’s cash and cash equivalents of $823,304 consist of checking accounts ($205,304 at April 30, 2008) and term deposits which yield approximately 4% and are cashable on twenty four hours notice. Receivables and payables of $46,872 and $41,617 respectively are normal course business items that are usually settled within thirty days. Investments of $2,884,898 are the market value of the Company’s investments in other junior resource companies at April 30, 2008. The value the Company could realize on the sale of these investments may differ significantly from the revalued amount. A major portion of the Company’s investments ($2,308,897) is related to the Company’s Australian operations and their current value in Canadian dollars is subject to fluctuations in the Australian dollar exchange rate.