CAMPBELL RESOURCES INC /NEW/
10-Q, 1998-05-14
GOLD AND SILVER ORES
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                    ----------------------------------------


                                    FORM 10-Q
(Mark One)
[X]             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                      For the Quarter ended MARCH 31, 1998

                                       OR

[ ]            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                  For the transition period from        to
                          Commission File Number 1-8488

                             CAMPBELL RESOURCES INC.
             (Exact Name of registrant as specified in its charter)

                   Under the Canada Business Corporations Act
                         (Jurisdiction of Incorporation)

               I.R.S. Employer Identification No - Not Applicable

                        120 ADELAIDE ST. WEST, SUITE 1910
                         TORONTO, ONTARIO M5H 1T1 CANADA
                           TELEPHONE - (416) 366-5201
   (Address, including zip code, and telephone number including area code of
                    registrants principal executive offices)
                    ----------------------------------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements
for the past 90 days.   YES X   NO ____

Indicate the number of shares outstanding of each of issuer's classes of common
stock, as of the latest practicable date.

 Shares Outstanding as of March 31,1998, 152,519,683 Common Shares, without par
                                     value

<PAGE>   2
                             CAMPBELL RESOURCES INC.

                                Table of Contents

<TABLE>
<CAPTION>
                                                                                                               Page
PART I.           FINANCIAL INFORMATION
<S>                                                                                                             <C>
ITEM 1.           FINANCIAL STATEMENTS

                  Unaudited Consolidated Balance Sheets as at March 31, 1998 and
                  December 31, 1997...............................................................................3

                  Unaudited Consolidated Statements of Income for the Three Months
                  Ended March 31, 1998 and 1997...................................................................4

                  Unaudited Consolidated Statements of Retained Earnings for the Three Months
                  Ended March 31, 1998 and 1997...................................................................4

                  Unaudited Consolidated Statements of Cash Flows for the Three Months Ended
                  March 31, 1998 and 1997.........................................................................5

                  Notes to the Unaudited Consolidated Financial Statements .......................................6

ITEM 2.           Management's Discussion and Analysis of Financial Condition
                  and Results of Operations .....................................................................11

PART II.          OTHER INFORMATION:

ITEM 1.           Legal Proceedings..............................................................................14

ITEM 2.           Changes in Securities..........................................................................14

ITEM 3.           Defaults Upon Senior Securities................................................................14

ITEM 4.           Submission of Matters to a Vote
                  of Security Holders............................................................................14

ITEM 5.           Other Information..............................................................................14

ITEM 6.           Exhibits and Reports on Form 8-K...............................................................14

                  SIGNATURES.....................................................................................15
</TABLE>

                                        2

<PAGE>   3
CAMPBELL RESOURCES INC.
(Incorporated under the laws of Canada)
UNAUDITED CONSOLIDATED BALANCE SHEETS
(Expressed in thousands of Canadian dollars)

<TABLE>
<CAPTION>
                                                                                          MARCH 31       December 31
                                                                                            1998            1997
                                                                                      ---------------------------------
<S>                                                                                       <C>             <C>     
ASSETS

CURRENT ASSETS
Cash and short-term deposits                                                                   $38,653         $41,735
Receivables                                                                                      5,978           4,805
Inventories (Note 2)                                                                             6,292           7,250
Prepaids                                                                                         1,629             995
                                                                                      ---------------------------------
    Total current assets                                                                        52,552          54,785
                                                                                      ---------------------------------

OTHER ASSETS                                                                                       752             986
                                                                                      ---------------------------------

NATURAL RESOURCE PROPERTIES                                                                    173,239         170,256
Less accumulated depreciation and amortization                                                (103,717)       (102,145)
                                                                                      ---------------------------------
                                                                                                69,522          68,111
                                                                                      ---------------------------------

    Total assets                                                                              $122,826        $123,882
                                                                                      =================================

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts payable                                                                                $3,116          $3,989
Accrued liabilities                                                                              2,102           1,757
Income taxes payable                                                                                31              31
                                                                                      ---------------------------------
    Total current liabilities                                                                    5,249           5,777
                                                                                      ---------------------------------

OTHER LIABILITIES                                                                                2,928           1,442

CONVERTIBLE DEBENTURES (NOTE 3)                                                                  6,591           7,341

DEFERRED MINING TAXES                                                                            3,990           4,198

SHAREHOLDERS' EQUITY
Capital stock (Note 4)                                                                         122,157         121,425
Foreign currency translation adjustment                                                            350             408
Deficit                                                                                        (18,439)        (16,709)
                                                                                      ---------------------------------
    Total shareholders' equity                                                                 104,068         105,124
                                                                                      ---------------------------------

    Total liabilities and shareholders' equity                                                $122,826        $123,882
                                                                                      =================================
</TABLE>



Commitments and contingencies (Note 5)


                                        3
<PAGE>   4
CAMPBELL RESOURCES INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(Expressed in thousands of Canadian dollars except per share amounts)

<TABLE>
<CAPTION>
                                                                                             Three months ended
                                                                                                  March 31
                                                                                            1998            1997
                                                                                            ----            ----
<S>                                                                                      <C>             <C>    
METAL SALES                                                                                    $10,281         $12,289
                                                                                      ---------------------------------

EXPENSES
  Mining                                                                                         9,524          11,582
  General administration                                                                           695             740
  Depreciation and amortization                                                                  1,621           2,127
  Exploration                                                                                      592           1,065
                                                                                      ---------------------------------

                                                                                                12,432          15,514
                                                                                      ---------------------------------

Loss from operations                                                                            (2,151)         (3,225)
                                                                                      ---------------------------------

Other income (expense)
  Interest income                                                                                  455             572
  Foreign exchange gain (loss)                                                                       5             (31)
  Convertible debenture interest expense                                                          (146)           (149)
                                                                                      ---------------------------------

                                                                                                   314             392
                                                                                      ---------------------------------

Loss before income taxes                                                                        (1,837)         (2,833)

Income tax recovery                                                                               (107)            (51)
                                                                                      ---------------------------------

NET LOSS                                                                                       ($1,730)        ($2,782)
                                                                                      =================================


LOSS PER SHARE                                                                                 ($0.011)        ($0.019)
                                                                                      =================================
</TABLE>





UNAUDITED CONSOLIDATED STATEMENTS OF RETAINED EARNINGS (DEFICIT)
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Expressed in thousands of Canadian dollars)

<TABLE>
<CAPTION>
                                                                                            1998            1997
                                                                                            ----            ----

<S>                                                                                        <C>              <C>    
Balance at beginning of period                                                                ($16,709)        $23,701
Net loss                                                                                        (1,730)        (11,025)
                                                                                      ---------------------------------

Balance at end of period                                                                      ($18,439)        $12,676
                                                                                      =================================
</TABLE>




                                        4
<PAGE>   5
CAMPBELL RESOURCES INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of Canadian dollars)
<TABLE>
<CAPTION>
                                                                                             Three months ended
CASH PROVIDED BY (USED IN):                                                                       March 31
                                                                                                  --------
                                                                                            1998            1997
                                                                                            ----            ----
OPERATING ACTIVITIES
<S>                                                                                        <C>             <C>     
Net loss                                                                                       ($1,730)        ($2,782)
Items not involving cash
  Depreciation and amortization                                                                  1,621           2,127
  Deferred mining taxes                                                                           (208)           (100)
  Other                                                                                          1,662             952
                                                                                      ---------------------------------
                                                                                                 1,345             197
Net change in non-cash operating working capital                                                (1,377)           (534)
                                                                                      ---------------------------------
                                                                                                   (32)           (337)
                                                                                      ---------------------------------

FINANCING ACTIVITIES
Issues of capital stock                                                                            732           2,104
Conversion of convertible debentures                                                              (669)
                                                                                      ---------------------------------
                                                                                                    63           2,104
                                                                                      ---------------------------------

INVESTMENT ACTIVITIES
Expenditures on natural resource properties                                                     (3,232)         (9,219)
Decrease in other assets                                                                           185             186
                                                                                      ---------------------------------
                                                                                                (3,047)         (9,033)
                                                                                      ---------------------------------

Effect of exchange rate change on cash
    and short-term deposits                                                                        (66)             73
                                                                                      ---------------------------------

Decrease in cash and short-term deposits                                                        (3,082)         (7,193)
Cash and short-term deposits at beginning of period                                             41,735          55,302
                                                                                      ---------------------------------

Cash and short-term deposits at end of period                                                  $38,653         $48,109
                                                                                      =================================





CHANGES IN NON-CASH WORKING CAPITAL
  Receivables                                                                                  ($1,173)            $91
  Inventories and prepaids                                                                         324              39
  Accounts payable                                                                                (873)         (1,119)
  Accrued liabilities                                                                              345             463
  Income taxes payable                                                                                              (8)
                                                                                      ---------------------------------
                                                                                               ($1,377)          ($534)
                                                                                      =================================
</TABLE>





                                        5
<PAGE>   6
CAMPBELL RESOURCES INC.
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 
THREE MONTHS ENDED MARCH 31, 1998 
(Tabular amounts are expressed in thousands of Canadian dollars)

1--GENERAL

These unaudited consolidated financial statements reflect all adjustments which
are, in the opinion of management, necessary to a fair statement of results for
the interim period presented. The unaudited financial statements presented
herein have been prepared in accordance with the instructions to Form 10-Q and
do not include all the information and note disclosures required by generally
accepted accounting principles for complete financial statements. For further
information, refer to the financial statements and related footnotes included in
the Company's annual report on Form 10-K for the year ended December 31, 1997.

The financial statements are prepared in accordance with accounting principles
generally accepted in Canada and, except as described in note 6, conform in all
material respects with accounting principles generally accepted in the United
States.

The results of operations for the first three months of the year are not
necessarily indicative of the results to be expected for the full year.


2--INVENTORIES

<TABLE>
<CAPTION>
                           March 31   December 31
                               1998         1997

<S>                          <C>          <C>   
Materials and supplies       $5,482       $5,519
Work-in-progress                810        1,731
                             ------       ------

                             $6,292       $7,250
                             ======       ======
</TABLE>

3 -- CONVERTIBLE DEBENTURES

In July 1994, the Company issued US$11,005,000 of 7.5% Convertible Subordinated
Debentures. The debentures are unsecured, bear interest at 7.5% payable in
arrears on June 1 and December 1 each year and mature on July 21, 2004. The
debentures are convertible at the option of the holder into common shares of the
Company at any time prior to maturity at a conversion of US$0.50 per common
share. The debentures are redeemable for cash at any time after the fifth
anniversary of the date of issue or, at the Company's option, may be redeemed in
common shares on the basis of one common share for each US$0.50 of debenture
principal being redeemed. The right of the Company to redeem the debentures for
cash or common shares is conditional on the average price of the common shares
exceeding US$0.50 during a period of 20 consecutive days prior to notice of
redemption. The Company may, at its option, repay the debenture at maturity by
issuing common shares of the Company at the conversion price of US$0.50 per
common share.

During the three months ended March 31, 1998, debenture holders converted
US$484,000 (1997 - US$nil) of debenture principal into 968,000 (1997 - nil)
common shares of the Company resulting in a balance outstanding at March 31,
1998 of US$4,653,000 ( December 31, 1997 - US$5,137,000).




                                        6
<PAGE>   7
4--CAPITAL STOCK

Changes in the issued and outstanding common shares for the three months are as
follows (in thousands):

<TABLE>
<CAPTION>
                                                      1998                           1997
                                                 ----------------                 ----------

                                               Shares        Amount         Shares         Amount
Common shares:

<S>                                           <C>           <C>             <C>           <C>     
Balance at beginning of period                151,445       $121,425        148,588       $118,605
Issued:

  Conversion of convertible debentures            968            669          
  Issued to CEMSA                                                             1,770          2,071
   Employee Incentive Plan and
    Directors' Stock Option Plan                  107             63             29             33
                                             --------       --------       --------       --------


Balance at March 31                           152,520       $122,157        150,387       $120,709
                                             ========       ========       ========       ========
</TABLE>

The Company has 9,000,000 warrants outstanding which arose as a result of the
public issue of units in 1996 that entitle the holders to purchase one common
share of the Company for US$1.50 on or before February 26, 1999. As of March 31,
1998, in addition to the shares reserved for issuance under the terms of the
common share purchase warrants and convertible debentures (see note 3) there
were outstanding stock options under the Directors Stock Option Plan and the
Employee Incentive Plan to purchase 6,825,000 common shares at prices ranging
from $0.57 to $1.48 per share with such options expiring at various dates to
August 13, 2002.

Earnings per share have been calculated using the weighted average number of
shares outstanding during the three months which was 152,472,000 (1997 -
148,888,000).


5--COMMITMENTS AND CONTINGENCIES


         a)       At March 31, 1998 the Company had purchased puts enabling it
                  to deliver 37,500 ounces of gold during 1998 at an average
                  price of US$326 per ounce. In addition, the Company had sold
                  calls for 33,200 ounces of gold in 2001 and 20,000 ounces of
                  gold in 2002 at an average price of US$350 per ounce. The
                  Company has also sold forward 990,000 pounds of copper for
                  delivery in 1998 at an average price of US$0.95 per pound.

         b)       At March 31, 1998 the Company had sold forward US$8,000,000 to
                  purchase Canadian dollars during 1998 at an average rate of
                  Cdn$1.3761 to the US dollar.

         c)       The Company's Joe Mann mine is subject to a graduated net
                  smelter return royalty increasing from 1.8% up to a gold price
                  of Canadian $500 per ounce to 3.6% at a gold price of Canadian
                  $625 per ounce.

         d)       During 1996, the Company's Mexican subsidiary received import
                  duty assessments following an audit claiming the subsidiary's
                  interest in certain pieces of machinery and equipment with an
                  approximate value of US$2,200,000 and levying taxes,
                  penalties, interest and inflationary adjustments for a further
                  Mexican pesos 9,200,000. On May 26, 1997, the Company received
                  notice that it was successful in its appeal against the




                                        7
<PAGE>   8
         assessments and that the Mexican pesos 9,200,000 was not payable. The
         tax authorities have the ability to issue another tax assessment in
         connection with their audit but any such assessment must take into
         account the supporting documentation in the Company's possession that
         was presented at the appeal. The charge against the assets will be
         released when the final tax assessment covering this matter is issued
         by the tax authorities.

e)       During 1991, a subsidiary of the Company entered into a corporate
         restructuring and financing arrangement ("Arrangement") in which it
         issued to a group of Canadian financial institutions $38,000,000 of
         Guaranteed Subordinate Debentures and Notes ("Debentures") and
         $12,000,000 of Guaranteed Non-Cumulative Redeemable Retractable
         Preferred Shares ("Preferred Shares"). The Debentures are unsecured,
         subordinate to all existing non-trade debt and future senior debt, bear
         interest at varying rates, are repayable upon maturity in 2007, and
         cannot be prepaid. The Preferred Shares are redeemable at any time at
         an amount of $240,000 per Preferred Share, rank equally and pari passu
         with the common shares for dividends when declared, and are retractable
         in 2007. In order to secure the performance of the Debentures and
         Preferred Shares the Company's subsidiary entered into an Interest Rate
         and Currency Exchange Swap Agreement ("Swap Agreement") with a major
         international bank. The Swap Agreement provides for the conversion of
         one floating rate interest basis to another and for differences in the
         timing of payments so as to match the interest payment requirements
         under the Debentures, repay the Debentures upon maturity and retract
         the Preferred Shares. All payments are denominated in Canadian dollars.
         The Company's subsidiary placed Canadian dollar deposits with the
         counter party to the Swap agreement which deposits have been charged to
         secure the performance under the Swap agreement. These deposits earn
         interest at Canadian Bankers Acceptance rates. The Swap Agreement was
         irrevocably assigned directly to the investors. Accordingly the bank is
         the primary obligor under the Arrangement.

f)       The Company is from time to time involved in various claims, legal
         proceedings and reassessments for income, mining and other taxes,
         arising in the ordinary course of business. The Company's current and
         proposed mining and exploration activities are subject to various laws
         and regulations governing the protection of the environment. These laws
         and regulations are continually changing and are generally becoming
         more restrictive. The Company conducts its operations so as to protect
         its employees, the general public and the environment and, to the best
         of its knowledge, believes its operations are in compliance with all
         applicable laws and regulations, in all material respects. The Company
         has made, and expects to make in the future, submissions and
         expenditures to comply with such laws and regulations. Where estimated
         reclamation and closure costs are reasonably determinable, the Company
         has recorded a provision for environmental liabilities based on
         management's estimate of these costs. Such estimates are subject to
         adjustment based on changes in laws and regulations and as new
         information becomes available.











                                        8
<PAGE>   9
6--DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED
    ACCOUNTING PRINCIPLES

The reconciliation of net loss determined in accordance with generally accepted
accounting principles in Canada to net loss determined under accounting
principles which are generally accepted in the United States is as follows:

<TABLE>
<CAPTION>
                                             Three months ended March 31
                                                 1998           1997
                                                 ----           ----
<S>                                             <C>            <C>     
Net loss for period as reported                 $(1,730)       $(2,782)

Depreciation and amortization (a)                    46           (873)
                                                -------        -------
Net loss for the year in accordance
with United States accounting principles        $(1,684)       $(3,655)
                                                -------        -------

Loss per share for the year in accordance
with United States accounting principles
   Basic and fully diluted                      $ ( 0.01)      $ ( 0.02)
                                                -------        -------
</TABLE>


Differences between Canadian and United States accounting principles as they
affect the Company's financial statements are as follows:

  a)     Depreciation and Amortization

         Under Canadian accounting principles, depreciation and amortization may
         be calculated on the unit-of-production method based upon the estimated
         mine life, whereas under United States accounting principles the
         calculations are made based upon proven and probable mineable reserves.

  b)     Deferred Income Taxes

         Under Canadian accounting principles income and mining taxes may be
         accounted for under the deferral method. Under United States accounting
         principles the asset and liability method (FAS 109) is used, whereby
         deferred tax assets and liabilities are recognized for the deferred
         taxes attributable to differences between book value and the tax basis
         of the Company's assets and liabilities. The impact of this difference
         has not been material during the reporting periods presented.

  c)     Statements of Cash Flows

         Under Canadian accounting principles, the issuance of common shares on
         the conversion of convertible debentures and as part of the purchase
         consideration for the acquisition of the Cerro Quema project and as
         consideration for the reduction in the royalty thereon, has been
         reflected as a financing activity in the consolidated statements of
         cash flows. Under U.S. accounting principles these non-cash
         transactions would have been excluded from financing and investing
         activities and disclosed in the notes to the financial statements.

         Included in cash and short-term deposits at March 31, 1998 are
         investments of $9,855,000 (1997 - $22,680,000) with maturities on
         acquisition of greater than 90 days. Under United States accounting




                                        9
<PAGE>   10
         principles these investments would not be included in cash and
         short-term deposits.

         After adjusting for the above, under United States accounting
         principles the use of cash for operating activities would be $273,000
         (1997 - $337,000), sources of cash from financing activities would be
         $63,000 (1997 - $33,000), the use of cash for investing activities
         would become a source of cash of $15,436,000 (1997 - source of
         $19,785,000) and the decrease in cash and short-term deposits would
         become an increase of $15,160,000 (1997 - increase of $19,554,000).

         Additional disclosures required under United States accounting
         principles with respect to the Statements of Cash Flows are as follows:

                                    Three months ended March 31
                                           1998       1997
                                            ----       ----

                   Cash taxes paid          $100       $ 62
                   Cash interest paid       $  1       $  8

d)       Contingent Liability

         Under United States accounting principles the contingent liability
         disclosed in note 5 (e) would be reflected in the balance sheet.
         Accordingly, for United States accounting principles total assets and
         liabilities would increase by $50 million. The increase in assets
         represents investments (non-current) comprising Canadian dollar
         payments under the Swap agreement and Canadian dollar deposits with the
         counter party to the Swap agreement. The liabilities (non-current)
         represent the Guaranteed Subordinate Debentures and Notes of $38
         million and the Guaranteed Non-Cumulative Redeemable Retractable
         Preferred Shares of $12 million which would be included outside of
         shareholders' equity.

e)       Foreign Exchange Contracts

         In accordance with Canadian accounting principles, certain long-term
         foreign exchange contracts are considered to be hedges of sales revenue
         denominated in foreign currencies. Gains and losses related to changes
         in market values of such contracts are deferred and recognized when the
         contract is settled as part of sales revenue. Under United States
         accounting principles, changes in the market value of the contracts
         would be included in current earnings. The impact of this accounting
         difference has not been material during the reporting periods
         presented.

f)       Balance Sheets

         The cumulative effect of the application of United States accounting
         principles, noted in (a) to (d) above, on the consolidated balance
         sheets of the Company as at March 31, 1998 and December 31, 1997 would
         be to decrease cash and short-term deposits and increase short-term
         investments each by $9,855,000 (1997 - $28,097,000), decrease natural
         resource properties by $13,968,000 (1997 - $14,014,000), increase
         long-term investments by $50,000,000 (1997 - $50,000,000), increase
         long-term liabilities by $38,000,000 (1997 - $38,000,000), decrease
         deferred mining taxes by $2,462,000 (1997 - $2,462,000), increase
         preferred shares by $12,000,000 (1997 - $12,000,000) and reduce
         shareholders equity by $11,506,000 (1997 - $11,552,000).




                                       10
<PAGE>   11
CAMPBELL RESOURCES INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
MARCH 31, 1998

(all dollars are Canadian unless noted otherwise)

OVERVIEW

Campbell recorded a loss of $1.7 million or $0.011 per share for the three
months ended March 31, 1998 compared to a loss of $2.8 million or $0.019 per
share in the comparable period of 1997. Cash flow from operations before the
change in operating working capital increased to $1.3 million in the quarter
compared to $0.2 million in the first quarter of 1997. Gold production decreased
by 5% to 24,200 ounces from 25,400 ounces a year earlier as a result of the
cessation of mining operations at the Santa Gertrudis Mine in Mexico. The
decrease in the loss is primarily attributable to the reduction in costs at the
Santa Gertrudis Mine together with the beneficial impact of the weaker Canadian
dollar. Although the mine ceased mining operations in December, 1997, it is
continuing to produce gold through the leaching of ore on the heap leach pads.

REVENUE

Revenue from metal sales decreased 16% to $10.3 million in the quarter compared
to $12.3 million in 1997. The decrease is primarily attributable to the decrease
in gold production noted above combined with the 18% decrease in the average
price realized for gold sales during the three months compared to the same
period of 1997, partially offset by the impact of the weaker Canadian dollar.

The average price realized for gold produced in the three months ended March 31,
1998 was US$297 compared to US$362 in the comparable period of 1997. The average
Comex market price was US$294 in the first three months of 1998 compared to
US$351 in 1997. The Company has hedged 37,500 ounces of gold production for the
balance of 1998 at a price of US$326 per ounce of gold through the use of
purchased put options which give the Company the right, but not the obligation
to sell at these prices. Campbell's general policy is to hedge up to 50% of its
gold production for up to two years, dependent on market conditions and capital
expenditure commitments.

Revenue from copper production decreased to 4.3% of metal sales in the first
three months of 1998 from 4.8% in 1997 due to the decrease in average copper
prices. Copper production increased to 348,000 pounds compared to 335,000 pounds
in 1997 due to lower copper head grades.

EXPENSES

Mining expense in the first quarter of 1998 was $9.5 million compared to $11.6
million in the comparable period of 1997. The overall cash production cost
decreased to US$261 per ounce of gold for the three months compared to US$321 in
1997.

The Joe Mann Mine produced 18,180 ounces of gold in the quarter compared to
17,100 ounces in the comparable period of 1997. The tons milled increased to
76,300 tons compared to 65,800 tons in 1997 while the mill head grade decreased
to 0.258 ounces of gold per ton compared to 0.282 ounces of gold per ton in
1997. The mill recovery rate was 93.8% in the quarter compared to 93.7% in 1997.
The lower mill head grades reflect the scheduled mining of lower grade material.
These grades are expected to increase slightly later in the year as ore in
certain of the higher grade




                                       11
<PAGE>   12
shrinkage stopes is sent to the mill.

The cash production cost at the Joe Mann Mine decreased marginally to US$290 per
ounce produced in the first three months of 1998 compared to US$295 for the
comparative period in 1997 largely as a result of the weakening Canadian dollar.
In Canadian dollars the cash cost increased to $415 per ounce from $401 per
ounce a year earlier as a result of the lower grade material mined and lower
copper revenue by-product credits.

The cash production cost at the Santa Gertrudis Mine was US$173 per ounce in the
first three months compared to US$374 in 1997. As discussed earlier, mining
operations ceased at the Santa Gertrudis Mine in December, 1997. Accordingly,
the cash cost for 1998 represents leaching, plant and administration costs to
extract gold from the heaps. A total of 6,010 ounces of gold was produced in the
first quarter of 1998, compared to 8,360 ounces produced in the first quarter of
1997, when mining operations were still continuing. Leaching operations will
continue during 1998 for as long as the process generates positive cash flow,
currently estimated to be mid-summer of 1998.

Depreciation and amortization expense decreased to $1.6 million for the quarter
compared to $2.1 million in 1997 primarily due to lower gold production
resulting from the cessation of mining operations at Santa Gertrudis and the
impact of the writedown of the Joe Mann Mine in the fourth quarter of 1997. On a
per ounce produced basis, depreciation and amortization for the first three
months of 1998 was $67 per ounce compared to $85 per ounce in 1997.

Exploration expense decreased to $0.6 million in the first quarter of 1998
compared to $1.1 million in the comparable period of 1997. Commencing January 1,
1998 the Company began directly expensing exploration performed on the Santa
Gertrudis property in accordance with its stated accounting policies. The
Company will revert to capitalising these expenditures in the future should an
economic ore body be defined as a result of the current exploration efforts. The
1997 expense primarily consists of the write-off and amortization of previously
deferred Santa Gertrudis exploration costs. The Company has budgeted to spend
$1.4 million on exploration at Santa Gertrudis in the first six months of 1998.


LIQUIDITY AND CAPITAL RESOURCES

At March 31, 1998, the Company's cash and short-term deposits and working
capital decreased to $38.7 million and $47.3 million, respectively compared to
$41.7 million and $49 million, respectively at December 31, 1997. The decrease
is primarily attributable to the cash flow from operations being inadequate to
fund capital expenditures. Cash flow from operations before the net change in
non-cash operating working capital increased to $1.3 million in the first three
months of 1998 compared to $0.2 million in 1997. The increase in cash flow
during the first quarter is principally attributable to the sale of 2001 and
2002 gold call options, the proceeds of which were used to fund the purchase of
the 1998 put options.

Investment activities in the first three months of 1998 include expenditures on
natural resource properties of $3.2 million compared to $9.2 million in 1997.
Expenditures include $2.3 million (1997 -$2.3 million) at the Joe Mann Mine
which includes $1.8 million for the shaft deepening (1997 - $1.6 million), $nil
(1997 - $1 million) at the Santa Gertrudis Mine, and $1 million (1997 - $5.9
million) at the Cerro Quema property in Panama. Approximately $3 million remains
to be spent on the Joe Mann Mine shaft deepening project during the second
quarter of 1998. The Company is continuing to review its options with respect to
delaying the lateral development of the Joe Mann Mine below the 2350 level once
the shaft project is turned over to mine personnel in mid-June, 1998.
Expenditures at the Cerro Quema project for the balance of the year should
decrease substantially as the project is placed on a care and




                                       12
<PAGE>   13
maintenance basis awaiting higher gold prices.

The Company's principal sources of liquidity are cash flow from the Joe Mann and
Santa Gertrudis mines and the Company's working capital which amounted to $47.3
million at March 31, 1998. The Company is not aware of any significant
uncertainties or risks with respect to liquidity and capital resources except
for fluctuations in gold prices, the relative U.S./Mexican/Canadian exchange
rates, the ability of the Company to meet its production estimates and any
unforeseen environmental problems and other normal risks associated with
underground and open pit gold mining.





                                       13
<PAGE>   14
ITEM 1.           Legal Proceedings
                  Not applicable

ITEM 2.           Changes in Securities
                  Not Applicable

ITEM 3.           Defaults Upon Senior Securities
                  None

ITEM 4.           Submission of Matters to a Vote of Security Holders
                  None

ITEM 5.           Other  Information
                  None

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K


                  (a) Exhibit 27.1 - Amended Financial Data Schedule

                  (b) A current report on Form 8-K dated February 25, 1998 was
                  filed, on March 3, 1998.



                                       14
<PAGE>   15
                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                                  CAMPBELL RESOURCES INC.




                                                  "PAUL J. IRELAND"
                                                   Paul J. Ireland
                                                   Vice President, Finance


Toronto, Ontario
May 14, 1998

                                       15
<PAGE>   16
                             CAMPBELL RESOURCES INC.
                           FORM 10-Q - MARCH 31, 1998

                                  EXHIBIT INDEX



                  27.1              Financial Data Schedule

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS, CONSOLIDATED STATEMENTS OF INCOME AND CONSOLIDATED
STATEMENTS OF CASH FLOWS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> CANADIAN DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               MAR-31-1998
<EXCHANGE-RATE>                                   0.71
<CASH>                                          38,653
<SECURITIES>                                         0
<RECEIVABLES>                                    5,978
<ALLOWANCES>                                         0
<INVENTORY>                                      6,292
<CURRENT-ASSETS>                                52,552
<PP&E>                                         173,239
<DEPRECIATION>                                 103,717
<TOTAL-ASSETS>                                 122,826
<CURRENT-LIABILITIES>                            5,249
<BONDS>                                          6,591
                                0
                                          0
<COMMON>                                       122,157
<OTHER-SE>                                    (18,089)
<TOTAL-LIABILITY-AND-EQUITY>                   122,826
<SALES>                                         10,281
<TOTAL-REVENUES>                                10,281
<CGS>                                           11,737
<TOTAL-COSTS>                                   11,737
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 146
<INCOME-PRETAX>                                (1,837)
<INCOME-TAX>                                     (107)
<INCOME-CONTINUING>                            (1,730)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (1,730)
<EPS-PRIMARY>                                  (0.011)
<EPS-DILUTED>                                  (0.011)
        

</TABLE>


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