TORONTO, ONTARIO -- Breakwater Resources Ltd. (TSX: BWR.TO)(TSX: BWR-WT.A.TO) reports the financial and operating results for the three and month period ended March 31, 2009. The reporting currency is Canadian dollars ("C$" or "$") and all amounts disclosed are in Canadian dollars unless otherwise indicated.

The unaudited interim consolidated financial statements of the Company for the three months ended March 31, 2009 and 2008 were prepared in accordance with GAAP applicable to a going concern which assume that the Company will realize its assets, discharge its liabilities and meet its future obligations in the normal course of business. Accordingly, the unaudited interim consolidated financial statements for the three months ended March 31, 2009 and 2008 do not include any adjustments to the recoverability and reclassification of recorded assets, or the amounts or classification of liabilities, that might be necessary should the Company be unable to continue as a going concern.

While the unaudited interim consolidated financial statements for the three months ended March 31, 2009 and 2008 were prepared on the basis of accounting principles applicable to a going concern, certain market conditions, including falling metal prices and higher operating costs, cast significant doubt upon the validity of this assumption. For the three month period ended March 31, 2009, the Company incurred a loss of $6.5 million, had a net cash decrease of $6.3 million and used $9.7 million net cash in operating activities.

The unaudited interim consolidated financial statements for the three months ended March 31, 2009 and 2008 do not give effect to adjustments to the carrying values of assets and liabilities and the reported revenues and expenses and balance sheet classifications that would be necessary should the Company be unable to continue as a going concern. These adjustments could be material.

The Company believes that cash on hand and the net proceeds of the Offering (as defined below in "Highlights" section), together with the cash generated from operations will be sufficient to fund its operations in 2009 at current commodity prices and operating expenses.

The Company is a mining, exploration and development company which produces zinc, copper, lead and gold concentrates. For the three months ended March 31, 2009, the Company's concentrate production was derived from mines located in Canada, Chile and Honduras. The Company also owns base metal and gold exploration properties in Canada, Honduras, Chile and Tunisia. On November 2, 2008, the Company temporarily suspended operations at Langlois due to the decline in commodity prices and the general deterioration of the economic outlook globally. The temporary suspension of Langlois affects all aspects of the Company's financial results which makes comparisons between years difficult.

CURRENT MARKET CONDITIONS

Current global financial conditions have negatively impacted the economic environment and numerous financial institutions have either gone into bankruptcy or have had to be rescued by governmental authorities. Access to public financing has significantly diminished for companies like Breakwater as a direct result of both sub-prime mortgages and the liquidity crisis affecting credit and equity markets. If the current negative economic environment and market turmoil continue, the Company's ability to operate could be adversely impacted. Also see Financial Capability section of this news release.

HIGHLIGHTS

The Company realized a net loss of $6.5 million or $0.01 per share in the first quarter of 2009 compared with $6.9 million or $0.02 per share in the first quarter of 2008. The change in the results quarter-over-quarter were primarily due to:

- $17.7 million (US$29.9 million) or 22% lower gross sales revenue due to decreases of 52%, 49%, 61% and 27% in the realized US$ prices of zinc, copper, lead and silver respectively partially offset by 12% higher concentrate sales and a 24% weaker C$ versus the US$

- $14.5 million or 30% lower direct operating costs primarily due to the impact of the temporary suspension of Langlois and cost improvements at all remaining operations partially offset by the impact of a weaker C$ versus the US$

- $4.2 million lower exploration expenses due to reduced exploration programs given the current market environment

Concentrate produced in the first quarter of 2009 decreased 33% to 49,803 tonnes primarily due to Langlois being placed on care and maintenance.

On March 26, 2009, the Company entered into a Royalty Agreement ("Agreement") with Red Mile Resources No. 6 Limited Partnership ("Red Mile") whereby the Company sold a "Basic Royalty" on a portion of the payable zinc production, over the life of the Myra Falls mine. The Company received $26.2 million which included royalty income of $23.4 million and indemnity fees and interest of $2.8 million. The royalty income is shown as Royalty Obligations on the balance sheet and will attract a royalty payment over the life of the obligation that will be recorded as interest expense. The fees and interest received will be brought into income over the life of the Agreement. Of the funds received, $23.4 million were placed with a financial institution, for which the Company took back a restricted promissory note. Interest earned on the promissory note and a portion of the principal must be used to fund the expected Basic Royalty payments. The remaining funds of $2.8 million will be used for general corporate purposes (see note 9 of the first quarter 2009 financial statements for details).

At March 31, 2009, the Company estimated that inventories shipped but not recognized for revenue purposes had earnings before tax of $4.0 million on 8,894 tonnes of concentrate compared with earnings before tax of $0.8 million on 25,407 tonnes of concentrate at December 31, 2008. Concentrate produced in the first quarter 2009 decreased to 49,803 tonnes from 73,481 tonnes primarily due to the temporary suspension of operations at Langlois and lower production at Myra Falls and Toqui offset by increased production at Mochito.

On April 9, 2009, the Company closed a public offering for gross proceeds of $20 million (the "Offering"). A total of 200,000,000 units were issued at a price of $0.10, with each unit ("Unit") comprising one common share ("Common Share") and one-half of a warrant (a "Warrant"). Each whole Warrant entitles the holder to purchase one Common Share at a price of $0.12 per share until April 9, 2014. The Common Shares continue to trade under the symbol "BWR" and the Warrants began trading on the Toronto Stock Exchange (the "TSX") on closing under the symbol "BWR.WT.A". The Company granted to the underwriters an over-allotment option to purchase up to 30,000,000 additional Units at a price of $0.10 for each additional Unit on the same terms and conditions of the Offering. On April 16, 2009, the Company completed the sale of an additional 30,000,000 Units for gross proceeds of $3,000,000, pursuant to the exercise of the underwriters' over-allotment option (the "Over-Allotment Exercise"). Net proceeds of the Offering, including the over-allotment option, were approximately $21.4 million. Dundee Corporation purchased 57,960,000 Units under the Offering (equal to 25.2% of the total number of Units that were issued on closing plus the Units issued in respect of the Over-Allotment Exercise) to maintain its approximate 25.2% equity interest in the Company.

OUTLOOK

Mochito

In the first quarter of 2009, Mochito exceeded previously disclosed guidance in all areas except lead and silver grades. Lower grades resulted in 9% less lead and silver contained in concentrate than anticipated. For the balance of 2009, Mochito is expected to meet or exceed previously provided guidance.

Changing metal prices have resulted in a shift of the Mochito exploration efforts away from searching for the large manto deposits towards exploring for small, high grade chimney deposits. Manto deposits typically have large tonnages with good zinc grades and lower silver and lead values. Chimney deposits are usually smaller however they can have high grades of silver, lead and zinc resulting in a higher net value. These deposits have not been focused on in recent years in favour of the bulk tonnage targets and a number of these deposits remain open along trend. Diamond drill stations are being prepared to allow additional drilling with the purpose of increasing the mineral reserves and resources in the chimney deposits.

Toqui

The Company continues to review production alternatives for Toqui. If base metal prices return to the low levels experienced in late 2008 and early 2009, the Company may yet reduce mill throughput and mine only the gold bearing deposits for the balance of 2009. In that case, the previously provided guidance, on a pro rata basis, would stand.

Myra Falls

In the first quarter of 2009, Myra Falls generally met previously disclosed guidance. With the higher grade South Flank lens anticipated to come into production sooner than previously projected, Myra Falls is expected to meet its annualized projections in terms of mill throughput, grades and metal contained in concentrate. Operating cost per tonne milled is expected to meet projections after adjusting for the restructuring costs and additional pension costs in the first quarter of 2009.

The Company continues to closely monitor economic and market conditions as they relate to any decision to temporarily suspend operations. Myra Falls personnel are executing a mine plan which includes a higher grade, lower tonnage scenario with the goal of producing positive cash flow over the year at forecast metal prices and exchange rates.

STATEMENT OF OPERATIONS REVIEW - THREE MONTHS ENDED MARCH 31, 2009 AND 2008

Gross Sales Revenue

Sales of concentrate fluctuate period-to-period due to production levels, shipping volumes, ship schedules, price determination terms, and risk and title transfer terms with the Company's various customers. The Company has a relatively conservative revenue recognition policy (see below) and the recognition of sales can be as much as six months after the date of concentrate production. The Company's sales are primarily denominated in United States dollars ("US$").

SOURCE: Breakwater Resources Ltd.

Breakwater Resources Ltd. Dave Langille Vice President, Finance and Chief Financial Officer (416) 363-4798 Ext. 236 Breakwater Resources Ltd. Ann Wilkinson Vice President, Investor Relations (416) 363-4798 Ext. 277 www.breakwater.ca