Noble Mineral Exploration : November 30, 2021 Interim MD&A

Management's Discussion and Analysis

For the Three Months Ended: November 30, 2021

Dated: January 31, 2022

Noble Mineral Exploration Inc.

120 Adelaide St. W., Suite 2500

Toronto, Ontario M5H 1T1

Phone: [phone]

Fax: [phone]

Email: [e-mail]

Website: www.noblemineralexploration.com

Noble Mineral Exploration Inc.
Management Discussion & Analysis	January 31, 2022

NOBLE MINERAL EXPLORATION INC.

MANAGEMENT DISCUSSION & ANALYSIS

This Management's Discussion and Analysis ("MD&A") of Noble Mineral Exploration Inc. ("Noble" or "the Company") is dated January 31, 2022 and provides an analysis of the Company's performance and financial condition for the three months ended November 30, 2021, as well as an analysis of future prospects. The Board of Directors carries out its responsibility for review of this disclosure principally through its audit committee, comprised of a majority of independent directors. The audit committee reviews this disclosure and recommends its approval by the Board of Directors.

This MD&A has been prepared in compliance with the requirements of National Instrument 51-102 - Continuous Disclosure Obligations. This MD&A should be read in conjunction with the Company's condensed interim consolidated financial statements for the three months ended November 30, 2021, and the Company's audited consolidated financial statements for the year ended August 31, 2021, including the related note disclosure. All amounts are in Canadian dollars unless otherwise specified. The financial statements and additional information, including the Company's Certifications of Annual and Interim Filings and press releases, are available on the Canadian System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com or the Company's website at www.noblemineralexploration.com.

This MD&A may contain forward-looking statements that are based on the Company's expectations, estimates and projections regarding its business and the economic environment in which it operates. These statements speak only as of the date on which they are made, are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Examples of some of the specific risks associated with the operations of the Company are set out below under "Risk Factors". Actual outcomes and results may differ materially from those expressed in these forward-looking statements and readers should not place undue reliance on such statements.

OVERVIEW

Principal Business and Corporate History

The principal business of Noble is mineral exploration and evaluation. The Company's name was changed from Hawk Precious Minerals Inc. to Hawk Uranium Inc. on March 28, 2007. On June 28, 2007, the Company's common shares began trading on the TSX Venture Exchange as a Tier 2 Mining Issuer under the symbol "HUI". The Company's shares ceased trading on the CNQ on July 11, 2007. The Company's name was changed from Hawk Uranium Inc. to Ring of Fire Resources Inc. on July 28, 2010 and the Company's common shares traded on the TSX Venture Exchange as a Tier 2 Mining Issuer under the symbol "ROF". The Company's name was changed from Ring of Fire Resources Inc. to Noble Mineral Exploration Inc. on March 2, 2012 and the Company's common shares began trading on the TSX Venture Exchange as a Tier 2 Mining Issuer under the symbol "NOB" on March 7, 2012.

To date, the Company has not earned revenue from its mineral and evaluation assets.

Corporate Updates

On November 16, 2021, the Company announced the execution of an agreement for the previously announced transaction to sell additional properties from Project 81 to Canada Nickel. Pursuant to that agreement, from Project 81 holdings approximately 1,231 patented properties and single cell mining claims in Crawford, Lucas, Nesbitt, Aubin, Mahaffy, Kingsmill, Mabee, MacDiarmid, Dargavel and Bradburn Townships were sold to Canada Nickel. The transaction was designed to consolidate all of the key nickel targets from the Company's Project 81 land package such that they will be held by Canada Nickel, while allowing the Company to focus its exploration activities on gold/VMS targets in other areas of Project 81, as well as on other properties held by the Company.

The transaction closed in December 2021, at which time:

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Noble Mineral Exploration Inc.
Management Discussion & Analysis	January 31, 2022

• the Company transferred ownership to the applicable properties and claims to Canada Nickel;
• the Company retained a 2% net smelter returns royalty on approximately 720 claims in Mahaffy, MacDiarmid and Bradburn Townships that were grouped in three property areas, with that royalty being subject to a 50% buyback (which, if fully exercised, would reduce the Company's royalty to 1%) for a payment of $1.5 million per property area if exercised during the first year after closing, increasing to $2.5 million per property area if exercised during the second year after closing, and further increasing to $5 million per property area if exercised at any time thereafter;
• the Company continued to hold the existing right to acquire a royalty of between 0.25% and 0.875% on a small number of claims in MacDiarmid Township, having acquired that right when it acquired those claims (part of the IEP Claims) earlier in 2021; and
• the Company was issued 3.5 million common shares of Canada Nickel as payment under this transaction (those shares being subject to a four-month hold period).

The Company has undertaken to distribute those 3.5 million shares of Canada Nickel as a dividend-in-kind to the Company's shareholders after the expiration of the four-month hold period. That distribution remains subject to compliance with TSXV policies and applicable laws and regulations. The record date, the distribution date, the effective ratio of Canada Nickel shares per the Company shares that will apply to the distribution and the other conditions of the distribution will be announced after the expiration of the four-month hold period.

On November 22, 2021, the Company announced it had entered into a Letter of Intent with Canada Nickel to option its mining claims in Mann, Hanna, Duff, and Reaume Townships, and to sell its patented properties in Kingsmill and Mabee Townships.

The terms of the option to earn into the mining claims in Mann, Hanna, Duff, and Reaume Townships over four years will be payments of $400,000, delivery of 400,000 shares of Canada Nickel, and completion of $1,700,000 of exploration work, after which the properties would be held in an 80/20 Joint Venture between Canada Nickel and the Company. The Company will also retain a 2% NSR on the staked claims that are included in the properties being optioned, while also retaining a buyback right on the third-party NSR that applies to the other optioned claims (which are IEP Claims). Both royalties are subject to certain buyback rights as to 50%.

The terms of the sale of the patented properties in Kingsmill and Mabee Townships will be the issuance of 500,000 shares of Canada Nickel to the Company.

The transactions are subject to definitive agreements being prepared and agreed to, to the approval by the Board of Directors of each party, to approval by the TSX Venture Exchange and to compliance with securities and other laws and regulations. Subsequent to November 30, 2021, the TSX Venture Exchange conditionally approved the sale of the patented properties in Kingsmill and Mabee Townships, subject to the Company obtaining shareholder approval. It is anticipated that the TSX Venture Exchange will also require shareholder approval for the option of the claims in Mann, Hanna, Duff, and Reaume Townships.

On December 23, 2021, the Company announced entered into a Vending Agreement with a two parties (the "Parties") to option or acquire 576 mining claims (the "Claims") in Central Newfoundland, covering an area totaling approximately 14,400 hectares. The property, known as Island Pond, is located within an area of Central Newfoundland that is geologically mapped as a single unit of Cambrian-Ordovician siliclastic sediments trapped between a series of non- magnetic Devonian Plutons to the west and southeast. The Company paid $37,440 on signing and

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Noble Mineral Exploration Inc.
Management Discussion & Analysis	January 31, 2022

issued 1,000,000 common shares of Noble, and will issue a further 1,000,000 common shares of Noble on completion of a survey. The lands are not subject to a Net Smelter Royalty.

Adoption of International Financial Reporting Standards ("IFRS")

There were no standards adopted during the three months ended November 30, 2021.

EXPLORATION AND EVALUATION ASSETS

The Company's major exploration and evaluation asset is Project 81. Unless the Company acquires or develops additional material properties, the Company will be mainly dependent upon these properties. If no additional major mineral properties are acquired by the Company, any adverse development affecting this property would have a material adverse effect on the Company's financial condition and results of its operations. The Company's exploration and evaluation assets are as follows:

1. Project 81, Timmins, Ontario

The Company's Project 81 is comprised of a mix of patented properties and mining claims located in the Timmins-Cochrane area of Northern Ontario. The original portion of the Company's Project 81 is comprised of patented properties located in 16 townships in the Timmins, Iroquois Falls and Smooth Rock Falls area of Northern Ontario. Over time, the Company has acquired additional mining claims that are in the vicinity of those patented properties, either by staking or through acquisitions or earn-ins from other parties.

The purchase price for the original patented properties in Project 81 consisted of $6,500,000 in cash, 600,000 common shares of the Company and the grant to the vendor of a 5% net smelter returns royalty ("NSR") from the sale of minerals produced from the property.

At the time they were acquired, the patented properties included surface (including timber) and mineral rights, although the Company later sold the surface rights (and retained mineral rights only on the patented properties) to pay off the balance of the purchase price owed.

In 2012, the Company acquired three mining claim blocks, totaling 12 claim units, located in the Kingsmill and Aubin townships of Northern Ontario. These claim blocks are now included within the Project 81 area.

In 2013, the Company sold, for consideration of $500,000, its buyback rights with respect to the 5% royalty retained by the vendor on the patented properties included within Project 81. The proceeds were applied to the purchase price for Project 81.

The Company subsequently acquired mining claims from Metals Creek Resources Corp. in Lucas Duff and Tully Townships that are contiguous to properties in Lucas Township that were acquired in 2011 (and included in Project 81) and have been identified by the Company as containing a gold target. The purchase price consisted of two cash payments for a total of $50,000, and the issuance of 75,000 common shares on closing and a further issuance of 75,000 common shares on or before June 1, 2012 and the grant to the vendor of either a 10% NPI or 2% NSR with a right to repurchase 50% of either for the payment of $1,000,000.

In 2012, the Company acquired three mining claim blocks, totaling 12 claim units, located in the Kingsmill and Aubin Townships in Northern Ontario. These claim blocks are within the Project 81 area. The purchase price for these claims was comprised of a cash payment of $35,000 plus 60,000 common shares of the Company (ascribed a fair value of $31,500), with the vendor retaining a 2% NSR and the Company having the right to buyback up to 1% of that NSR for a payment of $1,000,000. The Company is also required to pay the vendor an annual advance royalty payment that currently stands at $10,000, until the commencement of commercial production on the property acquired (and advance royalty payments being deducted from the NSR payable by the Company). The Company also retains a right of first refusal on the residual 1% NSR, should the vendor elect to sell this interest at any time. During fiscal 2017, the vendor agreed to accept

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Noble Mineral Exploration Inc.
Management Discussion & Analysis	January 31, 2022

common shares of the Company in lieu of cash in settlement of the 2015 and 2016 advance royalty payments.

During the year ended August 31, 2015, the Company recognized an impairment charge of $3,645,942 against Project 81, primarily reflective of the general declines seen in commodity markets. The recoverable amount was determined based on fair value less cost of disposal which was calculated on the basis of the market capitalization of the Company. During the years ended August 31, 2021 and 2020, no impairment charges were recognized.

As announced on August 25, 2017, the Company entered into an Option and Joint Venture Agreement providing a group of private investors an option with respect to Project 81 interests within Carnegie Township. The optionees can earn a 51% interest in a portion of the subject properties located in Carnegie township by carrying out exploration expenditures of $1 million within the first year of the arrangement. The optionees would then have the right to earn an additional 24% interest in those properties by carrying out additional exploration expenditures of $1 million within one year after earning the initial 51% interest.

On May 4, 2018, the Company signed an Option and Joint Venture Agreement providing Spruce Ridge Resources Ltd. ("Spruce Ridge") the right to earn up to a 75% in specific target areas in the part of Project 81 lying within Crawford Township, Ontario. Pursuant to that agreement, Spruce Ridge was granted the right to earn an initial 51% interest in the subject Crawford property by (i) making a cash payment of $50,000 (received) by an agreed deadline, (ii) making a second cash payment of $50,000 (received) approximately six months later and (iii) incurring not less than $300,000 of exploration expenditures in the first year of the option period and a further $700,000 of exploration expenditures no later than the end of the first 18 months of the option. As required by that agreement, Spruce Ridge initially issued 3,000,000 Class A common shares (received and ascribed a fair value of $90,000) to the Company, and an additional 3,000,000 common shares were later issued to the Company (received and ascribed a fair value of $120,000). Also, as required by that agreement, Spruce Ridge issued 5,000,000 warrants (received and ascribed a fair value of $148,000) having a term expiring five (5) years after issuance, and an additional 5,000,000 exercisable warrants (received and ascribed a fair value of $200,000).

After earning the additional 51% interest, under the agreement Spruce Ridge had the right to earn an additional 24% undivided interest in the Crawford property by issuing 2,000,000 common shares to the Company and incurring a further $1,000,000 of exploration expenditures within the first three years of the option period. This agreement with Spruce Right provides that the Crawford property will be operated as a participating Joint Venture.

During the year ended August 31, 2021, the Company acquired/optioned a number of miscellaneous claims that are now included in Project 81 for cash consideration of $115,000, 900,000 common shares of the Company (issued and ascribed a fair value of $50,000) and the issuance of 64,000 shares from its holdings of Canada Nickel (ascribed a fair value of $211,560).

At this time, after completion of the Crawford Transaction (described below under (b)), the Crawford Annex and Concurrent Option Transaction (described below under (c)) and the Project 81 Nickel Target Consolidation Transaction (described under (i) below), the Company's holdings of patented properties and mining claims in Project 81 cover a total of approximately 40,000 hectares. A portion of those properties are subject to the transaction with Canada Nickel described below under (j).

1. Crawford Transaction

On November 14, 2019, the Company signed a definitive agreement to consolidate the Crawford Nickel-Sulphide Project (the "Crawford Project"), which is part of Project 81 and includes the area that had been optioned to Spruce Ridge, under the terms of an implementation agreement. The net result for the Company of the transactions under that agreement (the "Crawford Spin-out Transaction") was:

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