Bell Copper : BCU - Q1 MD&A - March 31, 2022

BELL COPPER CORPORATION

Management's Discussion & Analysis

For the Three Months Ended March 31, 2022

This management's discussion and analysis of Bell Copper Corporation (the "Company") contains analysis of the Company's operational and financial results for the three months ended March 31, 2022. The following should be read in conjunction with the Company's consolidated financial statements for the years ended December 31, 2021 and 2020. All figures are in Canadian dollars unless otherwise stated.

DATE OF REPORT

May 30, 2022

JURISDICTION OF INCORPORATION AND CORPORATE NAME

The Company is engaged in the acquisition and exploration of mineral property interests in North America, and is a reporting issuer listed on the TSX Venture Exchange under the symbol "BCU", and the OTCQB Venture Marketplace under the symbol "BCUFF". The Company has one wholly owned subsidiary, Bell Resources (Nevada) Corporation, as well as 49% ownership in the subsidiary MMDEX LLC. The corporate head office of the Company is located at Suite 900 - 885 West Georgia Street, Vancouver, BC, V6C 3H1. Additional information relating to the Company is available on the Company's website at www.bellcopper.netor on SEDAR at www.sedar.com.

HIGHLIGHTS

In March 2022, the Company announced that had sent a 200-meter-longcopper-bearing interval of its Big Sandy drillhole BS-3 to SGS Lakefield laboratory in Ontario for metallurgical testing. The chalcocite- (copper sulphide-) bearing material left over from assaying would be tested for its amenability to copper recovery by commonly used froth flotation and acid leaching methods, and the rhenium content of molybdenite in the same interval would be assessed.

In March 2022, Cordoba Minerals, through their drilling and geophysical survey programs on the Perseverance Project, have expended $3 million prior to the April 24, 2022 earn-in deadline for Phase II of the Joint Venture and Earn-In Agreement with Bell. Achievement of this Phase II milestone earns Cordoba control of 51% of the Project, with Bell's ownership reduced to 49% (note 6a).

During the three months ended March 31, 2022, 9,830,649 warrants were exercised for proceeds of $2,225,425, and 100,000 options were exercised for proceeds of $15,000. In addition, 100,000 options held by a consultant were cancelled due to the expiration of their contract.

In February 2022, the Company announced that it had intersected an interval of chalcocite- (copper sulphide-) bearing quartz porphyry at depths of 1303-1589 meters in inclined drillhole BS-3 at its wholly owned Big Sandy project in Arizona. The copper-bearing interval was described as being pervasively altered to sericite and cut by quartz veinlets, some of which included chalcopyrite (copper-iron sulphide) and molybdenite (molybdenum sulphide).

In January 2022, the Company adopted a shareholder rights plan which was conditionally accepted by the TSX Venture Exchange ("TSXV"), and which received approval subsequent to March 31, 2022 at the Company's Special Meeting of the shareholders held May 26, 2022. Also at the Special Meeting, the Company received shareholder approval to adopt a new stock option plan, which incorporated changes to comply with the new Policy 4.4 Security Based Compensation of the TSXV and increased the maximum number of shares reserved for issuance on the exercise of stock options to 23,809,847.

In January 2022, the Company announced that it was drilling strongly altered and veined hematitic leached capping hosted by quartz porphyry in drillhole BS-3 at its Big Sandy project in Arizona. Leached capping began immediately beneath gravel at an inclined depth of 1192 meters with continuous, strong, seal-brown hematite vein fillings, quartz veinlets, hydrothermal breccia, and pervasive sericitic alteration in quartz porphyry.

In December 2021, the Company held its annual general and special meeting of shareholders.

During 2008, the Company was invoiced a total of $1,460,695 by Golden Gryphon for amounts related to option payments and exploration work. Although the full amount of this invoice is in dispute, the Company had $445,000 USD as a contingent liability. On July 31, 2009, Golden Gryphon commenced legal proceedings against the Company relating to the invoice by filing a writ of summons in the Supreme Court of British Columbia. The Company filed an

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BELL COPPER CORPORATION

Management's Discussion & Analysis

For the Three Months Ended March 31, 2022

appearance on September 4, 2009. Golden Gryphon has not taken any steps to advance the litigation since it was commenced, and therefore the Company brought an application to the court for an order dismissing the proceeding for want of prosecution. The application was heard in December 2021, and the parties agreed to a dismissal of the lawsuit, on the basis that both sides bear their own costs of the litigation incurred to date. The legal costs incurred by the Company amounted to $11,057. The contingent liability was written off in December 2021.

The Company's subsidiary, Rogue River, entered into a stock purchase agreement as of January 25, 2007 with Fischer-Watt Gold Company, Inc. ("Fischer-Watt") for purchase of the La Balsa property. As part of the purchase, Rogue River granted to Fischer-Watt a 1% net smelter royalty ("NSR") for production from the porphyry portion of the property. The agreement was subject to the purchase of one-half of the NSR for $1,000,000 USD in the event that commercial production was not achieved on the porphyry portion of the property by December 4, 2012 ("the "Repurchase Right"). Since no economically significant porphyry has been discovered on the property to date, the Repurchase Right was in dispute. The Company deemed that the full amount of the claim is without merit and the contingent liability was written off in December 2021 as a result of the dissolution of Rogue River.

During the year ended December 31, 2021, 1,215,526 stock options were exercised for proceeds of $70,701, and 3,922,000 warrants were exercised for proceeds of $303,835.

In October 2021, the Company provided an update of ongoing diamond drilling at its 100% owned Big Sandy porphyry copper project.

In October 2021, the Company commenced trading on the OTCQB under the symbol BCUFF.

In August 2021, the Company extended the expiry date of 5,687,390 warrants to purchase common shares exercisable at a price of $0.25 per share issued in connection with a non-brokered private placement completed on September 16, 2020. The expiry date of the warrants has been extended from September 16, 2021 to September 16, 2022.

In July 2021, the Company retained Red Cloud Securities to provide market making services to the Company in compliance with the policies of the TSXV and other applicable legislation for a fee of $5,000 per month. The term of the engagement is ongoing and may be terminated by either party upon 30 days written notice.

In June 2021, the Company closed a non-brokered private placement unit financing. The Company issued 13,333,333 units for gross proceeds of $2,000,000. Each unit consists of one common share and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share at a price of $0.25 per share for a period of 2 years from the date of closing. At the discretion of the Company, warrants will be subject to an accelerated expiry, such that if the closing price equals or exceeds $0.50 per share for 20 consecutive trading days, then the Company will provide notice to the warrant holders that the exercise period of the warrants shall be reduced to 30 days. No values were allocated to the warrants using the residual method. Finders' fees of $12,000 were paid in conjunction with this private placement.

On June 16, 2021, 50,000 options held by a consultant were cancelled due to the cessation of their services.

In May 2021, the Company granted 910,000 options to directors, officers and consultants to acquire common shares of the Company at a price of $0.20. The options vest immediately and are exercisable for a period of five years from the date of grant.

On March 12, 2021, the Company announced it had entered into a shares-for-services agreement with an arm's length party for the provision of marketing services. In June, 2021 the Company deemed the services were not required and the arrangement with the contractor was terminated. The application for TSXV acceptance of the shares for services arrangement was withdrawn and no shares were issued for any services.

On March 12, 2021, the Company closed a non-brokered private placement unit financing. The Company issued 4,264,706 units for gross proceeds of $725,000. Each unit consists of one common share and one half of one common share purchase warrant. Each full warrant entitles the holder to purchase one additional common share at a price of $0.26 per share for a period of 2 years from the date of closing. At the discretion of the Company, warrants will be subject to an accelerated expiry, such that if the closing price equals or exceeds $0.40 per share for 10 consecutive trading days, then the Company may provide notice to the warrant holders that the exercise period

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BELL COPPER CORPORATION

Management's Discussion & Analysis

For the Three Months Ended March 31, 2022

of the warrants shall be reduced to 30 days, with the reduced period commencing seven calendar days following the tenth consecutive trading day.

On March 17, 2021, the Company announced that it was drilling hole BS-2 at its Big Sandy project. Furthermore, it reported that zircon crystals from BS-1 core and the Diamond Joe porphyry yielded overlapping (i.e. statistically indistinguishable) ages of 74.2±1.0 and 74.9±1.2 million years, supporting the Company's concept that the two porphyries are faulted parts of the same Laramide-age system.

On January 11, 2021, the Company reported that it had drilled into a new porphyry copper system at its Big Sandy project. At a depth of 889 meters, BS-1 cut leached capping consisting of gossan veins in sericitized quartz monzonite porphyry of suspected Laramide age and Precambrian chloritized (i.e. "greenrocks") granite porphyry. A weak supergene enrichment blanket in which chalcocite forms rims surrounding pyrite grains extends to the base of oxidation at 938 meters. Scattered small grains of native (metallic) copper were seen above the chalcocite-bearing interval. Below the base of oxidation, disseminated pyrite constitutes about one volume percent of the sericitized porphyry host rock. Veinlets of quartz carrying 3-millimeter-wide crystals of molybdenite ("B-veins" of Gustafson and Hunt, 1975) cut the porphyry. The coexistence of chlorite, sericite, molybdenite, sphalerite, and weak chalcocite in the same small volume of core leads Bell to believe that BS-1 has penetrated a porphyry copper system near the inner edge of the propylitic, or "greenrocks", environment.

OUTLOOK

In March 2020, the World Health Organization declared corona virus COVID-19 a global pandemic. This contagious disease outbreak and subsequent variants of concern, which have continued to spread, and any related adverse public health developments, has adversely affected workforces, customers, economies, and financial markets globally, potentially leading to an economic downturn. It has also disrupted the normal operations of many businesses, including the Company's. This outbreak could decrease spending and adversely affect and harm our business and results of operations. At this time, it is not possible for the Company to predict the duration or magnitude of the adverse results of this pandemic and its effects on the Company's business or results of operations including the Company's personnel, supply chains, ability to access properties or procure equipment, contractors and other personnel and/or economic activity in general.

As of the current date in the State of Arizona and in Mohave County, where the Company has its field operations, COVID-19 case numbers have been declining significantly in recent weeks. Public health experts estimate cases of the highly contagious omicron variant peaked in Arizona around mid-January. County health officials claim that new cases and deaths are disproportionately linked to unvaccinated individuals. Bell Copper staff operating in Arizona is triple-vaccinated against COVID-19. To date, there has been no significant impact on the Company's field activities from the COVID-19 pandemic.

Ongoing disruptions of copper supply are resulting from anti-mining movements in Chile and Peru (the world's first and second largest copper producers), and global supply chain disruptions of the spare parts and consumables required for sustainable copper production, all having a positive net impact on near term copper price. Two years of cumulative copper supply disruptions have drawn down warehouse inventories to 5-year lows. At the date of this report, COVID-19-related lockdowns in China, the world's largest copper consumer but also a major copper refiner, cloud the picture of net copper supply and demand.

The principal activity of the Company is the creation through exploration of perceived future value in the form of newly discovered, globally significant deposits of copper, molybdenum, gold, silver, and rhenium. This exploration process comprises intellectual activity and field investigations by geologists working in unpopulated areas. The fundamentally unsustainable activity of mining requires that, if poverty is to be eliminated and, consequently, the global economy ultimately delivers better health, education, living standards, and longer life spans to humanity in disaffected BIPOC communities, new deposits of copper must be identified and developed in a timely manner. Bell intends to continue to exploit the Company's ability to locate new metal deposits to bring new, discovery-driven value to shareholders and new electrical power to the world.

Copper mines are continuously being depleted and not being replaced fast enough by new copper discoveries. Intensifying use of this metal in novel electric vehicles, wind turbines, and expanded electrical grids will require new copper discoveries simply to maintain current levels of consumption vis-à-vis existing copper applications. Whether

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BELL COPPER CORPORATION

Management's Discussion & Analysis

For the Three Months Ended March 31, 2022

or not global copper supply meets global manufacturing demand in any of the next few quarters or years, another critical supply/demand equation having a decades-long timescale, the exploration and discovery process, is fundamentally out of equilibrium. A decade-long backlog of unfruitful copper exploration pitted against resource imperialism, nationalism, labor disputes, and unrelenting exploitation of known copper reserves is expected to produce a very deep copper supply hole. An epoch of rapidly rising copper price is regarded as the motivator for the new exploration needed to fill that hole.

Utilization intensity of copper as the prime mover of the energy and information demanded by modern society is expanding in lock-step with technological advances, so fresh supplies of this critical material are increasingly necessary. We firmly believe that the climatologically "woke" younger generations are still asnooze regarding the curative role that global mineral resources play in achieving the goal of human-caused global thermal stasis. The popular emotional rejection of all large-scale human activity (cf. Pebble, Resolution, Twin Metals) will increasingly interfere with and even prevent the extraction of many economically viable deposits, squeezing supply and driving copper price higher. As the world decarbonizes and electrifies, oil pumpjacks will necessarily need to be replaced by headframes and pits.

Bell continues to pursue the discovery of globally significant copper resources through drilling at Big Sandy and Perseverance, and through grassroots exploration for overlooked porphyry copper systems elsewhere in the historically productive and low risk jurisdiction of Arizona. We aim to create value for our shareholders by becoming the best solution for major copper producers scrambling to restore credible pipelines of future copper production.

SUBSEQUENT EVENTS

Subsequent to March 31, 2022, the Company received an additional $251,581 from the exercise of 1,346,666 warrants.

In January 2022, the Company adopted a shareholder rights plan which was conditionally accepted by the TSXV, and which received approval subsequent to March 31, 2022 at the Company's Special Meeting of the shareholders held May 26, 2022. Also at the Special Meeting, the Company received shareholder approval to adopt a new stock option plan, which incorporated changes to comply with the new Policy 4.4 Security Based Compensation of the TSXV and increased the maximum number of shares reserved for issuance on the exercise of stock options to 23,809,847.

MINERAL EXPLORATION PROJECTS

Perseverance Project, Arizona

The Company's Perseverance porphyry copper/molybdenum project, lies on a productive porphyry copper trend between Freeport's Bagdad mine and Origin Mining's Mineral Park mine in northwestern Arizona, a state that has produced ten percent of the world's copper. Porphyry-style alteration has been intersected in drillholes K-8 through K-20 and K-22, and was predicted to be present beneath gravel-covered hills based on a fault model linking it with an outcropping porphyry root zone 8 kilometers to the west. Drillholes K-11,K-12, and K-20, completed in 2015, 2016, and 2019, respectively, cut 600 to 900 meters of altered and mineralized porphyry that is interpreted to be the pyritic shell surrounding a more copper-rich central zone.

Perseverance is currently subject to a Joint Venture/Earn-in Agreement with Cordoba Minerals Corporation under which Cordoba has the right to earn up to 80% of the project by spending up to $17 million before April 2026. Subsequent to December 31, 2021 and as a consequence of its expenditures including a 2020 magneto-telluric survey and recent drilling of K-21 and K-22, Cordoba Minerals exceeded the Phase 2 Earn-in threshold of C$3,000,000. As a result, Cordoba Minerals now has a vested interest of 51% and Bell retains a 49% interest in the Perseverance project.

Management believes that its efforts to date have resulted in the discovery of the buried top of a major Laramide porphyry copper-molybdenum system that has been displaced east and downwards by a major, post mineral, low- angle fault. To date, drillholes have encountered more than a dozen different Laramide porphyry phases along with elevated levels of copper, molybdenum, rhenium, gold, lead, and zinc typical of the fringes of porphyry copper deposits A targeted copper shell within the top of the porphyry, which normally hosts the higher grade copper mineralization, is expected to lie within a 1.5 km by +3 km ovoid target extending northeastward from K-12.

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BELL COPPER CORPORATION

Management's Discussion & Analysis

For the Three Months Ended March 31, 2022

Scientific research conducted between 2013 and 2015 by Mr. Wyatt Bain, a graduate student at the University of Nevada, Las Vegas (UNLV) studying the Perseverance porphyry system under the direction of Dr. Jean Cline, Professor of Geology at UNLV, disclosed microscopic hypersaline (very salty) fluid inclusions in many of the quartz veins collected from Bell's core samples. Mr. Bain also found sparse grains of the copper minerals chalcopyrite and bornite in the same samples containing the hypersaline fluid inclusions, tentatively linking the presence of these salty fluids to copper mineralization at Perseverance. In July, 2015, Mr. Bain successfully defended his research at UNLV, supporting Bell's concept that the two areas (footwall and K-10) are faulted pieces of the same large porphyry copper system.

Beginning in late July 2017, the Company and its previous optionee, Kennecott Exploration Company, part of the Rio Tinto Group, completed 2679 meters of rotary and diamond drillholes in five widely spaced sites. The holes tested significant IP electrical geophysical anomalies identified during the geophysics program. Core was shipped to Salt Lake City where it was cut and then sent to an independent lab for assaying.

Based on encouraging geological results from the initial 5-hole drill program, a second 2-hole drill program totalling 806 meters was conducted in December 2017. Drillholes K-18 and K-19 expanded the footprint of porphyry-type alteration eastward and revealed abundant disseminated pyrite and D-veinlets beneath 40 to 150 meters of strongly hematitic leached capping starting 240 to 330 meters below surface. Anomalous disseminated sphalerite (zinc sulphide) was present in both holes beneath leached capping. Trace chrysocolla (copper silicate) was present in K- 19, further supporting the concept that supergene leaching and copper enrichment operated at Perseverance, and that a copper shell might be present nearby.

On January 25, 2018, the Company reported that assays received from holes K-8 through K-17 displayed anomalous levels of one or more of the following elements; arsenic, copper, gold, lead, molybdenum, rhenium, sulfur, tellurium, and zinc. All geochemical results continued to provide encouragement to Bell management's view that a buried Laramide porphyry copper-molybdenum system is potentially present at Perseverance. Of note from the initial 2017 drilling program, K-17 cut a 21-meter interval from 481 meters to 502 meters carrying 0.57 grams per tonne gold hosted in oxidized hematitic stockwork veinlets and breccia cutting dacite porphyry. The true thickness of the gold- bearing interval could not be determined from the single intersection in K-17. The Company does not intend to follow up on this particular gold intersection except as it relates to the larger porphyry copper target.

The Company announced on September 26, 2017 that the Perseverance property package had been expanded 55% to 13,000 acres (5244 hectares). A further addition of 1913 acres of mineral rights was completed in the second quarter of 2018 in order to capture the expected northeasterly extension of the target. This modification brings the Company's total mineral land package at Perseverance to approximately 14,100 acres (5700 hectares). No federal lands are included in the Perseverance project area.

On May 21, 2019, the Company reported that it had completed hole K-20 vertically to a final depth of 1319 metres. Assays from K-20 returned anomalous copper values averaging 415 ppm copper over 595 metres (using a 200 ppm copper cut-off grade), beginning at a depth of 683 metres. This long intercept of anomalous copper indicates that the hole intersected the peripheral part of a porphyry copper system. Magneto-telluric ("MT") data, collected by a previous Bell Copper joint venture partner, suggest that the centre of the porphyry copper system is located to the northeast of the drill hole. This vector is also supported by downhole acoustic televiewer ("ATV") measurements of fractures and vein-sets cut by K-20.

K-20 drilling encountered anomalous copper minerals comprising chalcopyrite, bornite, and chalcocite along with scattered molybdenite. Locally abundant milky quartz veins were seen, some carrying magnetite and virtually indistinguishable from quartz-magnetite veins in the footwall outcrops 9.5 kilometers to the west. An enigmatic 30- centimeter-wide carbonatite dike, comprising calcite, apatite, biotite, and primary magnetite and carrying 0.3% of the combined rare earth elements cerium and lanthanum along with anomalous copper as chalcopyrite, was cut at a depth of 1108 metres.

Subsequent to December 31, 2021, the Company reported on March 17, 2022 that Cordoba Minerals had completed drilling K-22, located 1.3 kilometers north of K-20, to a total depth of 1262 meters. Drillhole K-21 encountered caving ground and did not fully penetrate the 192 meters of gravel cover that was found at K-22. Drillhole K-22 tested a prominent magneto-telluric conductor, cutting clay-altered, sericitized, and propylitically altered Precambrian host rocks and Laramide-age porphyry dikes. Short intervals of the hole were characterized by potassic

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