REPORTS OF INDEPENDENT PUBLIC ACCOUNTANTS To the Stockholders and Board of Directors of Utah International Inc.: We have examined the consolidated balance sheet of Utah International Inc. (a Delaware corporation) and subsidiaries as of October 31, 1975, and the statements of consolidated income (included elsewhere herein), stockholders' equity, and changes in financial position for the five years then ended. Our examination was made in accordance with generally accepted auditing standards, and accordingly included such tests of the accounting records and such other auditing procedures as we considered necessary in the circumstances. We did not examine the financial statements of certain affiliated companies, the investments in which are recorded using the equity method of accounting (see Note 4 to the consolidated financial statements). These statements were examined by other public accountants whose reports thereon have been furnished to us and our opinion expressed herein, insofar as it relates to the amounts included for such affiliates, is based solely upon the reports of the other public accountants. As explained in Note 4, during 1975 the Peruvian government expropriated the iron ore mining properties and facilities of Marcona Corporation (a 46%-owned affiliate) located in Peru. Marcona has accounted for the losses associated with the expropriation as an extraordinary item and Utah has recorded $23,809,000 as its share of the loss. On September 23, 1976, as a result of negotiations between United States and Peruvian government representatives, an intergovernmental agreement was reached in settlement for Marcona's expropriated assets as explained in Note 19. When the settlement amounts, net of taxes, are determinable and realization is assured, Utah will record its share of such recovery. In our opinion, based upon our examination and the reports of other public accountants, subject to the effect of such adjustment as may be required as a result of compensation to be received by Marcona for the expropriated Peruvian assets as described in the preceding paragraph, the accompanying consolidated financial statements present fairly the financial position of Utah International Inc. and subsidiaries as of October 31, 1975, and the results of their operations and the changes in their financial position for the five years then ended, in conformity with generally accepted accounting principles applied on a consistent basis during the periods after giving retroactive effect to the change, with which we concur, in the method of accounting for foreign currency exchange gains and losses as explained in Note 10 to the financial statements. Arthur Andersen & Co. San Francisco, California, December 8, 1975 (except with respect to the matters discussed in Notes 18 and 19 as to which the date is October 1, 1976). The report of Price Waterhouse & Co., independent accountants, on the financial statements of Marcona Corporation is included hereinafter. The report of Coopers & Lybrand, independent public accountants, on the financial statements of Cyprus Pima Mining Company (not shown separately in this Proxy Statement) is also included hereinafter. These reports are referred to in the report of Arthur Andersen & Co. - F-28 To the Board of Directors Cyprus Pima Mining Company We have examined the balance sheet of Cyprus Pima Mining Company as at December 31, 1975 and the statements of income and retained earnings and changes in financial position for the five years then ended (all not presented separately herein). Our examination was made in accordance with generally accepted auditing standards, and accordingly included such tests of the accounting records and such other auditing procedures as we considered necessary in the circumstances. During the year ended December 31, 1972, Cyprus Pima Mining Company revised its estimate of ore reserves and reestimated future development costs necessary to mine such ore reserves. The resulting increase in ore reserves and future development costs, under the unit-of-production method, increased computed depreciation and amortization of mine development costs by approximately $2,450,000 for the year. This increase in depreciation and amortization, net of tax effect, decreased net income by approximately $1,225,000 for the year 1972, below that as computed under the prior estimates. In our opinion, the aforementioned financial statements present fairly the financial position of Cyprus Pima Mining Company at December 31, 1975 and the results of its operations and changes in financial position for the five years then ended, in conformity with generally accepted accounting principles applied on a consistent basis. Coopers & Lybrand Los Angeles, California February 24, 1976 F-29