ex99_1.htm

Page 3 of 13

Exhibit 99.1

NEWS RELEASE

Pipeline results continued to improve in the first quarter, with revenue increasing to $27.1 million and segment profit increasing to $8.9 million from a loss of $1.2 million last year. The year-over-year improvement reflects the positive impact of the Trans Mountain Expansion (TMX) Anchor Loop project for Kinder Morgan Canada and the recognition of $5.3 million of claims revenue relating to the recovery of losses incurred on a pipeline contract executed in fiscal 2007. As expected, activity on the TMX Anchor Loop project temporarily slowed during the spring break-up period but resumed once ground conditions permitted in early June.

“Fiscal 2009 is off to an excellent start with all three of our business segments driving our growth,” said Mr. Ruston. “Our prospects going forward remain strong,” said Mr. Ruston. “We are pursuing a diverse range of opportunities in all of our key markets and particularly in the oil sands, where the scale of projects continues to grow. Our biggest challenge is ensuring we have the people and the equipment to respond. We are continuing to build on our internal resources, while also actively pursuing opportunities that either consolidate our position and reputation in the oil sands or contribute to diversification by securing opportunities in other resource industries.”

“We expect our momentum will continue to build as the year progresses,” said Mr. Ruston.

Outlook

Continued development of the oil sands is expected to drive a significant portion of NAEP’s revenue in fiscal 2009. In addition to existing mining and site services contracts with customers including Canadian Natural, Suncor, Syncrude and Albian, the Company also anticipates increased demand from Petro-Canada as the Fort Hills’ project, which commenced late in the 2008 fiscal year, continues to ramp up.

Outside of the oil sands, NAEP is providing constructability assistance to a number of potential mining customers for developments across Canada. NAEP’s success with the Albian aerodrome project, meanwhile, has resulted in significant interest from customers looking to develop airstrips in northern Alberta.

Demand for the Company’s piling services is expected to remain strong in fiscal 2009 with commercial construction activity at a high level in Western Canada. A number of upgrader facilities are also being considered for the Edmonton area, providing opportunities to bid on larger-scale piling contracts.

As stated in the past, pipeline work is inherently variable and a slowdown in activity is anticipated once the TMX project concludes in October 2008. However, management sees significant long-term opportunities for this division given the number of new pipelines and expansions of existing pipelines planned for Western Canada to relieve limited capacity and accommodate growing oil sands production. NAEP believes that its

Page 4 of 13

Exhibit 99.1

NEWS RELEASE

success on the large and environmentally-demanding TMX project, positions the Company to compete effectively as the new pipeline projects are tendered.

Overall, the outlook for all three business segments remains positive and the Company will continue to focus on strong business execution as it moves forward.

Conference Call and Webcast

Management will hold a conference call and webcast to discuss its first-quarter, 2009 fiscal year financial results tomorrow, Thursday, August 14, 2008, at 9:30 am Eastern time.

The call can be accessed by dialing:

Toll Free: 1-866-585-6398 or International: 1-416-849-9626

A replay will be available through August 29, 2008 by dialing:

Toll Free: 1-866-245-6755 International: 1-416-915-1035 (Passcode: 739042)

Page 5 of 13

Exhibit 99.1

NEWS RELEASE

Interim Consolidated Balance Sheets

(in thousands of Canadian dollars)

	June 30, 2008		March 31, 2008
	(unaudited)
Assets

Current assets:
Cash and cash equivalents	$	51,332	$	32,871
Accounts receivable		127,554		166,002
Unbilled revenue		89,533		70,883
Inventory		6,900		110
Prepaid expenses and deposits		8,594		9,300
Other assets		-		3,703
Future income taxes		10,563		8,217
		294,476		291,086

Future income taxes		8,889		18,199
Assets held for sale		860		1,074
Plant and equipment		331,575		281,039
Goodwill		200,072		200,072
Intangible assets, net of accumulated amortization of $2,384 (March 31, 2008 - $2,105)		1,850		2,128
	$	837,722	$	793,598

Liabilities and Shareholders’ Equity

Current liabilities:
Accounts payable		148,578		113,143
Accrued liabilities		30,025		45,078
Billings in excess of costs incurred and estimated earnings on uncompleted contracts		12,328		4,772
Current portion of capital lease obligations		4,747		4,733
Current portion of derivative financial instruments		4,803		4,720
Future income taxes		9,467		10,907
		209,948		183,353

Deferred lease inducements		915		941
Capital lease obligations		9,968		10,043
Director deferred stock unit liability		459		190
Senior notes		195,613		198,245
Derivative financial instruments		90,978		93,019
Asset retirement obligation		726		-
Future income taxes		24,620		24,443
		553,227		510,234

Shareholders’ equity:
Common shares (authorized – unlimited number of voting and non-voting common shares; issued and outstanding – 36,036,476 voting common shares (March 31, 2008 – 35,929,476 voting common shares)		299,871		298,436
Contributed surplus		3,824		4,215
Retained earnings (deficit)		800		(19,287	)
		304,495		283,364

	$	837,722	$	793,598

Page 6 of 13

Exhibit 99.1

NEWS RELEASE

Interim Consolidated Statements of Operations, Comprehensive Income (Loss) and Retained Earnings (Deficit)

(in thousands of Canadian dollars, except per share amounts)

(Unaudited)

	Three months ended June 30,
	2008			2007 Restated

Revenue	$	258,987		$	167,627
Project costs		148,631			94,673
Equipment costs		45,811			45,139
Equipment operating lease expense		8,798			3,935
Depreciation		8,158			8,976

Gross profit		47,589			14,904
General and administrative costs		19,215			14,627
Loss on disposal of plant and equipment		1,144			269
Loss on disposal of asset held for sale		22			316
Amortization of intangible assets		278			70

Operating income before the undernoted		26,930			(378	)
Interest expense		6,449			6,809
Foreign exchange gain		(1,641	)		(17,100	)
Realized and unrealized (gain)/loss on derivative financial instruments		(2,265	)		21,514
Other income		(18	)		(108	)
Income (loss) before income taxes		24,405			(11,493	)
Income taxes:
Current income taxes		-			21
Future income taxes (recovery)		5,309			(2,932	)

Net income (loss) and comprehensive income (loss) for the period		19,096			(8,582	)
Deficit, beginning of period – as previously reported		(19,287	)		(55,526	)
Change in accounting policy related to financial instruments		-			(3,545	)
Change in account policy related to inventories		991			-

Retained Earnings (Deficit), end of period	$	800		$	(67,653	)

Net income (loss) per share – basic	$	0.53		$	(0.24	)

Net income (loss) per share – diluted	$	0.52		$	(0.24	)

Page 7 of 13

Exhibit 99.1

NEWS RELEASE

Interim Consolidated Statements of Cash Flows

(in thousands of Canadian dollars)

(Unaudited)

	Three months ended June 30,
	2008			2007 Restated

Cash provided by (used in):
Operating activities:
Net income (loss) for the period	$	19,096		$	(8,582	)
Items not affecting cash:
Depreciation		8,158			8,976
Amortization of intangible assets		278			70
Amortization of deferred lease inducements		(26	)		-
Amortization of deferred financing costs		-			71
Loss on disposal of plant and equipment		1,144			269
Loss on disposal of assets held for sale		22			316
Unrealized foreign exchange gain on senior notes		(1,831	)		(17,150	)
Amortization of bond issue costs, premiums and financing costs		174			397
Unrealized change in the fair value of derivative financial instruments		(2,933	)		20,846
Stock-based compensation expense		636			359
Accretion expense - asset retirement obligation		49			-
Future income taxes		5,309			(2,932	)
Net changes in non-cash working capital		3,265			4,764
		33,341			7,404
Investing activities:
Acquisition, net of cash acquired		-			(1,581	)
Purchase of plant and equipment		(59,349	)		(10,193	)
Additions to assets held for sale		-			(2,248	)
Proceeds on disposal of plant and equipment		1,352			3,690
Proceeds on disposal of assets held for sale		192			10,200
Net changes in non-cash working capital		43,473			(4,358	)
		(14,332	)		(4,490	)
Financing activities:
Decrease in revolving credit facility		-			(500	)
Repayment of capital lease obligations		(1,225	)		(802	)
Issue of common shares		-			740
Stock options exercised		677			-
Financing costs		-			(767	)
		(548	)		(1,329	)
Increase in cash and cash equivalents		18,461			1,585
Cash and cash equivalents, beginning of period		32,871			7,895
Cash and cash equivalents, end of period	$	51,332		$	9,480

Page 8 of 13

Exhibit 99.1

NEWS RELEASE

Restatement June 30, 2007

In preparing the financial statements for the year ended March 31, 2008, we determined that the previously issued interim unaudited consolidated financial statements for the three months ended June 30, 2007 did not properly account a price escalation features in a supplier maintenance contract as an embedded derivative.

The embedded derivative has been measured at fair value and included in derivative financial instruments on the consolidated balance sheet with changes in fair value recognized in net income. The impact of this restatement on the Interim Consolidated Balance Sheet for the three months ended June 30, 2007 is an immaterial change to future income taxes (long-term assets), derivative financial instruments and retained earnings (all adjustments less than $0.1 million). The impact on the interim consolidated results for the three months ended June 30, 2007 is a decrease to realized and unrealized (gain) loss on derivative financial instruments of $2.4 million (restated as a loss of $21.5 million); an increase to income tax expense of $0.7 million (restated as a recovery of $2.9 million); and an improvement to net income of $1.7 million (restated as a loss of $8.6 million)

Non-GAAP Financial Measures

This release contains non-GAAP financial measures. These measures do not have standardized meanings under Canadian or US GAAP and are therefore unlikely to be comparable to similar measures used by other companies. The non-GAAP financial measure disclosed by the Company is Consolidated EBITDA (as defined within the revolving credit agreement). The Company provides a reconciliation of Consolidated EBITDA (as defined within the revolving credit agreement) to net income (loss) reported in accordance with Canadian GAAP below. Investors and readers are encouraged to review the non-GAAP financial measures and their reconciliation to reported net income and should not consider these non-GAAP financial measures in isolation or as substitutes for analysis of the Company’s results as reported under Canadian GAAP or U.S. GAAP.

Consolidated EBITDA (as defined within the revolving credit agreement)

EBITDA is calculated as net income (loss) before interest expense, income taxes, depreciation and amortization. Consolidated EBITDA (as defined within the revolving credit agreement) is a measure defined by our revolving credit facility. This measure is defined as EBITDA, excluding the effects of unrealized foreign exchange gain or loss, realized and unrealized gain or loss on derivative financial instruments, non-cash stock-based compensation expense, gain or loss on disposal of plant and equipment and certain other non-cash items included in the calculation of net income (loss). We believe that EBITDA is a meaningful measure of the performance of our business because it excludes items, such as depreciation and amortization, interest and taxes that are not directly related to the operating performance of our business. Management reviews EBITDA to

Page 9 of 13

Exhibit 99.1

NEWS RELEASE

determine whether plant and equipment are being allocated efficiently. In addition, our revolving credit facility requires us to maintain a minimum interest coverage ratio and a maximum senior leverage ratio, which are calculated using Consolidated EBITDA. Non-compliance with these financial covenants could result in our being required to immediately repay all amounts outstanding under our revolving credit facility. EBITDA and Consolidated EBITDA are not measures of performance under Canadian GAAP or U.S. GAAP and our computations of EBITDA and Consolidated EBITDA may vary from others in our industry. EBITDA and Consolidated EBITDA should not be considered as alternatives to operating income or net income as measures of operating performance or cash flows as measures of liquidity. EBITDA and Consolidated EBITDA have important limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of our results as reported under Canadian GAAP or U.S. GAAP. For example, EBITDA and Consolidated EBITDA:

do not reflect our cash expenditures or requirements for capital expenditures or capital commitments;

do not reflect changes in our cash requirements for, our working capital needs;

do not reflect the interest expense or the cash requirements necessary to service interest or principal payments on our debt;

exclude tax payments that represent a reduction in cash available to us; and

do not reflect any cash requirements for assets being depreciated and amortized that may have to be replaced in the future.

Consolidated EBITDA (as defined within the revolving credit agreement) excludes unrealized foreign exchange gains and losses and realized and unrealized gains and losses on derivative financial instruments, which, in the case of unrealized losses, may ultimately result in a liability that will need to be paid and in the case of realized losses, represents an actual use of cash during the period. The term “as defined within the revolving credit agreement” replaces the term “per bank” used in prior filings. The definition has not changed.

A reconciliation of net income (loss) to Consolidated EBITDA (as defined within the revolving credit agreement) is as follows:

Page 10 of 13

Exhibit 99.1

NEWS RELEASE

Consolidated EBITDA (as defined within the revolving credit agreement)

	Three Months Ended June 30,
	2008			2007
(dollars in millions)				(restated)

Net income	$	19.1		$	(8.6	)
Adjustments:
Interest expense		6.4			6.8
Income taxes		5.3			(2.9	)
Depreciation		8.2			9.0
Amortization of intangible assets		0.3			0.1
Unrealized foreign exchange (gain) loss on senior notes		(1.8	)		(17.2	)
Realized and unrealized (gain) loss on derivative financial instruments		(2.3	)		21.5
Loss (gain) on disposal of equipment		1.2			0.3
Loss (gain) on assets held for sale		-			0.3
Stock-based compensation		0.3			0.4
Consolidated EBITDA
(as defined within the revolving credit agreement)	$	36.7		$	9.7

Forward-Looking Information

This release contains forward-looking information that is based on expectations and estimates as of the date of this document. Forward-looking information is information that is subject to known and unknown risks and other factors that may cause future actions, conditions or events to differ materially from the anticipated actions, conditions or events expressed or implied by such forward-looking information. Forward-looking information is information that does not relate strictly to historical or current facts, and can be identified by the use of the future tense or other forward-looking words such as "believe”, "expect”, "anticipate”, "intend”, "plan”, "estimate”, "should”, "may”, "objective”, "projection”, "forecast”, "continue”, "strategy”, "position” or the negative of those terms or other variations of them or comparable terminology. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to vary from those expressed or implied in the forward-looking information in this document.

Examples of such forward looking information in this document include but are not limited to the following, each of which is subject to significant risks and uncertainties and is based on a number of assumptions which may prove to be incorrect:

(A) information related to the level of activity in the Company’s key markets, including

Page 11 of 13

Exhibit 99.1

NEWS RELEASE

(1) the development of the oil sands continuing to drive a significant portion of NAEP’s revenue in fiscal 2009, (2) demand increasing from Petro-Canada as the Fort Hills’ project ramps up and (3) expected strong demand for the Company’s piling services; is subject to the risks and uncertainties that; anticipated major projects in the oil sands may not materialize due to changes in the long-term view of oil prices, insufficient pipeline upgrading and refining capacity and/or insufficient governmental infrastructure to support the growth in the oil sands region could cause customers to delay, reduce or cancel plans to construct new oil sands projects or expand existing projects, competitors may outbid the Company on major projects, the Company could lose a customer and suffer a significant reduction in business and cost overruns by customers on their projects may cause customers to terminate future projects; and is based on the assumption that long-term views of the economic viability of oil sands projects will not significantly change;

(B) information related to the Company’s ability to secure new projects, including (1) benefiting from the growing opportunities in Western Canada and (2) competing effectively as the new pipeline projects are tendered; is subject to the risk and uncertainty that the Company may be outbid by a competitor on major projects that are awarded based on bid proposals and is based on the assumption that the Company is successful in the bidding process.

(C) information related to the Company’s operating performance, including (1) the Company’s ability to build on internal resources, (2) the Company’s ability to build momentum as the year progresses and (3) the Company’s ability to focus on strong business execution as it moves forward; is subject to the risks and uncertainties that; the Company may be exposed to losses when estimates of project costs are lower than actual costs or work is delayed due to weather-related factors, the Company may be unable to attract qualified personnel, it may be unable to obtain equipment and tires; and is based on the assumptions that the Company can continue to execute profitably under its contracts and secure financing for equipment purchases.

(D) the Company’s ability to consolidate its position and reputation in the oil sands or contribute to diversification by securing opportunities in other resource industries is subject to the risks and uncertainties that; the Company may be unable to find suitable acquisition opportunities, the Company may be unable to identify or bid successfully on acquisitions and the Company may be unable to achieve the expected benefits from any future acquisitions; and is based on the assumption that there are suitable acquisition targets available that enable the Company to consolidate its position and reputation in the oilsands or increase diversification.

While management anticipates that subsequent events and developments may cause its views to change, the Company does not intend to update this forward-looking

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Exhibit 99.1

NEWS RELEASE

information, except as required by applicable securities laws. This forward-looking information represents management’s views as of the date of this document and such information should not be relied upon as representing their views as of any date subsequent to the date of this document. The Company has attempted to identify important factors that could cause actual results, performance or achievements to vary from those current expectations or estimated expressed or implied by the forward-looking information. However, there may be other factors that cause results, performance or achievements not to be as expected or estimated and that could cause actual results, performance or achievements to differ materially from current expectations. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those expected or estimated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. These factors are not intended to represent a complete list of the factors that could affect the Company. See the risk factors highlighted in materials filed with the securities regulatory authorities in the United States and Canada from time to time, including but not limited to the most recent Form 40-F and annual information form filed respectively in the United States and Canada.

For more complete information about NAEP, you should read the disclosure documents filed with the Securities and Exchange Commission and the Canadian Securities Administrators. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov or SEDAR on the CSA website at www.sedar.com.

About the Company

North American Energy Partners Inc. (www.nacg.ca) is one of the largest providers of heavy construction, mining, piling and pipeline services in Western Canada. For more than 50 years, NAEP has provided services to large oil, natural gas and resource companies, with a principal focus on the Canadian oil sands. The Company maintains one of the largest independently owned equipment fleets in the region.

For further information, please contact:	Kevin Rowand
	Investor Relations, Manager North American Energy Partners Inc. Phone: (780) 960-4531 Fax: (780) 960-7103 Email: krowand@nacg.ca

	Three Months Ended June 30,
	2008		2007
(dollars in millions)			(restated) (2)

Revenue	$	259.0	$	167.6
Gross profit	$	47.6	$	14.9
Gross profit percent		18.4%		8.9	%
General and adminstrative expense	$	19.2	$	14.6
Operating income	$	26.9	$	(0.4	)
Net Income	$	19.1	$	(8.6	)
Consolidated EBITDA (1)
(as defined within the revolving credit agreement)	$	36.7	$	9.7
Capital spending	$	59.3	$	10.2

	Three Months Ended June 30,
(dollars in millions)	2008		2007

Heavy Construction and Mining
Revenue	$	189.4	$	126.9
Segment profit	$	21.4	$	19.5
Segment profit percentage		11.3%		15.4%

Piling
Revenue	$	42.5	$	35.5
Segment profit	$	8.7	$	9.2
Segment profit percentage		20.4%		26.0%

Pipeline
Revenue	$	27.1	$	5.2
Segment profit	$	8.9	$	(1.2	)
Segment profit percentage		33.0%		-23.1%