ATHENA RESOURCES LIMITED — Audit Report / Information 2017

Nov 5, 2017

BYRO – IRON ORE – HIGH GRADE MAGNETITE November 2017

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6 November 2017

The Company Announcements Office ASX Limited 4 Floor, 20 Bridge Street SYDNEY NSW 2000

BYRO IRON ORE MT NARRYER and FE1 PROJECTS

Drilling Program for Bulk Metallurgical Sample

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BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

Athena resources has successfully completed a small three-hole reverse circulation program at two of the company’s magnetite iron ore projects in the Murchison district. Two holes were drilled at the Mt Narryer Magnetite Project within tenement E09/1938 (PoW Registration ID45272), and one hole drilled at the FE1 Project within tenement E09/1507(PoW Registration ID58959),

Mt Narryer is located 210 Km north from Mullewa and 310Km by road north from the Port of Geraldton. FE1 is 65Km northeast from Mt Narryer.

Table 1. Drill Collars, 2017

Hole ID	Project	EOH	Easting	Northing	Dip	Azi	PoW	Tenement
AHRC0090 AHRC0091 AHRC0092	FE1 Narryer Narryer	198 74 68	431109mE 396015mE 396018mE	7110003mN 7062844mN 7062868mN	‐60 ‐60 ‐60	270 290 290	ID 58959 ID 45272 ID 45272	E09/1507 E09/1938 E09/1938

Coordinate system MGA-94 / Zone50

All the sample returned from drilling within the ore body was collected into Bulk bags and sent as a representative section for analysis of tailings, confirmation of processing circuits and refinement of magnetic separation processes. This work is to be completed in laboratories in China. There are no results to report at this stage other than the drilling successfully targeted the center of both ore bodies. Geological logging and chip collection along with magnetic readings taken at intervals within the ore body ensured high quality sample retrieval.

Figure 1. Mt Narryer Drill Location Aerial Photo +TMI Magnetic Halo. Red line1000nT isobar

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BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

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Figure 2. FE1 Drill Location Aerial Photo +TMI Magnetic Halo. Red line = 1000nT isobar
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BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

About Athena Resources Limited.

Athena Resources Limited (ASX:AHN), which is based in Perth was listed on the ASX in 2006 and currently has 217 million shares on issue. Athena owns a 100% interest in the Byro Project through its subsidiaries Complex Exploration and Byro Exploration where it is exploring for copper, nickel, PGE’s and iron ore. Figure 3 below, shows the current tenement holdings which have been reduced in size since October 2014, this year towards meeting Department of Mines and Petroleum relinquishment requirements. Relinquishment was also in response to rising expenditure and was carried out on the basis that explored areas that have not produced significant exploration targets were withdrawn.

The Byro Iron Ore Project is strategically located in the Midwest Iron province which includes a substantial mining sector. The projects southern boundary is 210km north of the Mullewa Rail Siding by road and 310km from the Port of Geraldton. Development of the Byro Iron project is expanding the overall resource in the Midwest region along with neighbours at the Gindalbie and Ansteel’s Karara Iron Project, Sinosteel’s Weld Range Project, the proposed Jack Hills Expansion Project, Padbury’s Robinson Range Project, and Mt Gibson’s Extension Hill Mine, amongst others. Access and improved infrastructure to the maturing iron ore province is growing with development of the CSIRO SKA Project and increased capacity and further development at the Port of Geraldton.

Figure 3 Regional Project Location

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Yours faithfully

Ed Edwards Executive Director ATHENA RESOURCES LIMITED

BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

JORC Code, 2012 Edition – Table 1 report template

Section 1 Sampling Techniques and Data

(Criteria in this section apply to all succeeding sections.)

Criteria	JORC Code explanation	Commentary
Sampling techniques	 Nature and quality of sampling (eg cut channels, random chips, or specific specialised industry standard measurement tools appropriate to the minerals under investigation, such as down hole gamma sondes, or handheld XRF instruments, etc). These examples should not be taken as limiting the broad meaning of sampling.	The measurement tool used for Magnetic susceptibility was a hand held KT-10 with serial number # 8791
	 Include reference to measures taken to ensure sample representivity and the appropriate calibration of any measurement tools or systems used.	Magnetic susceptibility readings were taken at intervals with the average reading noted from scanning mode
	 Aspects of the determination of mineralisation that are Material to the Public Report. In cases where ‘industry standard’ work has been done this would be relatively simple (eg ‘reverse circulation drilling was used to obtain 1 m samples from which 3 kg was pulverised to produce a 30 g charge for fire assay’). In other cases more explanation may be required, such as where there is coarse gold that has inherent sampling problems. Unusual commodities or mineralisation types (eg submarine nodules) may warrant disclosure of detailed information.	
Drilling techniques	 Drill type (eg core, reverse circulation, open-hole hammer, rotary air blast, auger, Bangka, sonic, etc) and details (eg core diameter, triple or standard tube, depth of diamond tails, face-sampling bit or other type, whether core is oriented and if so, by what method, etc).	Reverse Circulation (RC)
Drill sample recovery	 Method of recording and assessing core and chip sample recoveries and results assessed.  Measures taken to maximise sample recovery and ensure representative nature of the samples.  Whether a relationship exists between sample recovery andgrade	Sample was delivered directly into Bulk bags.

BYRO–IRONORE–HIGH GRADE MAGNETITE

November 2017

Criteria	JORC Code explanation	Commentary
	and whether sample bias may have occurred due to preferential loss/gain of fine/coarse material.
Logging	 Whether core and chip samples have been geologically and geotechnically logged to a level of detail to support appropriate Mineral Resource estimation, mining studies and metallurgical studies.  Whether logging is qualitative or quantitative in nature. Core (or costean, channel, etc) photography.  The total length and percentage of _the relevant intersections logged. _	Drill chips have been geologically logged as well as recording major geotechnical features observable in chip over the full depth of the holes.
Sub- sampling techniques and sample preparation	 If core, whether cut or sawn and whether quarter, half or all core taken.	RC Drilling
	 If non-core, whether riffled, tube sampled, rotary split, etc and whether sampled wet or dry.	Samples were retrieved in dry rotary cyclone
	 For all sample types, the nature, quality and appropriateness of the sample preparation technique.	Industry standard sampling preparation procedures were used
	 Quality control procedures adopted for all sub-sampling stages to maximise representivity of samples.	Industry standard sampling preparation procedures were used
	 Measures taken to ensure that the sampling is representative of the in situ material collected, including for instance results for field _duplicate/second-half sampling. _	Industry standard sampling procedures were used No field duplicate/second-half sampling
	 Whether sample sizes are appropriate to the grain size of the material being sampled.	Bulk Sample
Quality of assay data and laboratory tests	 The nature, quality and appropriateness of the assaying and laboratory procedures used and whether the technique is considered partial or total.  For geophysical tools, spectrometers, handheld XRF instruments, etc, the parameters used in determining the analysis including instrument make and model, reading times, calibrations factors applied and their derivation, etc.  Nature of quality control procedures adopted (eg standards, blanks, duplicates, external laboratory checks) and whether acceptable levels of accuracy (ie lack of bias) andprecision have been established.	The measurement tool used for mag sus was a hand held KT-10 with serial number # 8791 using units of 10*-3 Standard SI units Industry standard procedures were used in obtaining the magsus readings

BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

Criteria	JORC Code explanation	Commentary
Verification of sampling and assaying	 The verification of significant intersections by either independent or alternative company personnel.  The use of twinned holes.  Documentation of primary data, data entry procedures, data verification, data storage (physical and electronic) protocols.  Discuss any adjustment to assay data.	No adjustments have been made to readings No Assays reported
Location of data points	 Accuracy and quality of surveys used to locate drill holes (collar and down- hole surveys), trenches, mine workings and other locations used in Mineral Resource estimation.  Specification of the grid system used.  Quality and adequacy of topographic control.	Hand held GPS
Data spacing and distribution	 Data spacing for reporting of Exploration Results.  Whether the data spacing and distribution is sufficient to establish the degree of geological and grade continuity appropriate for the Mineral Resource and Ore Reserve estimation procedure(s) and classifications applied.  Whether sample compositing has _been applied. _	Collar and end of hole surveys were taken and combined with collar location at surface
Orientation of data in relation to geological structure	 Whether the orientation of sampling achieves unbiased sampling of possible structures and the extent to which this is known, considering the deposit type.	This report does not include results that are not affected by orientation.
	 If the relationship between the drilling orientation and the orientation of key mineralised structures is considered to have introduced a sampling bias, this should be assessed and reported if material.	No sampling bias was introduced by drilling orientation
Sample security	 The measures taken to ensure sample security.	Sample security was maintained during all stages of preparation
Audits or reviews	 The results of any audits or reviews of sampling techniques and data.	Sample security was maintained during all stages of preparation

BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

Section 2 Reporting of Exploration Results

(Criteria listed in the preceding section also apply to this section.)

Criteria	JORC Code explanation	Commentary
Mineral tenement and land tenure status	 Type, reference name/number, location and ownership including agreements or material issues with third parties such as joint ventures, partnerships, overriding royalties, native title interests, historical sites, wilderness or national park and environmental settings.	Tenements referred to In this report E09/1938 and E09/1507 are 100% Athena owned and operated within native title claim WAD 6033/98, made on behalf of the Wajarri Yamatji People.
	 The security of the tenure held at the time of reporting along with any known impediments to obtaining a licence to operate in the area.	The tenements are in good standing and no known impediments exist. See tenement listing attached.
Exploration done by other parties	 Acknowledgment and appraisal of exploration by other parties.	Historic exploration within the project area largely confined to south of a line extending from Imagi Well to the Byro East intrusion (Melun Bore). The earliest work with any bearing on Athena’s activities is that of Electrolic Zinc Co (1969) exploring for chromatite at Imagi Well, followed closely by Jododex Australia (1970-1974) at Byro East. Much of the exploration of a more regional nature is of limited use either because of the vagaries of the accuracy of positional information and the limited range of elements analysed. More recent surveys pertinent to Athena’s current investigations include that of Redback Mining (1996-2002), Yilgarn Mining Limited (2003-2008) and Mithril (2007, JV with Yilgarn) at Byro East, and Western Mining Corporation (1976-1979) and Precious Metals Australia at Imagi Well. Newcrest Mining carried out a limited reconnaissance RAB drilling programme for platinum just to the east of Byro homestead (1998-1990).
Geology	 Deposit type, geological setting and style of mineralisation.	 Upper amphibolite to granulite metamorphic facies with mafic to ultramafic intrusive. Granite and migmatite are common

BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

Criteria	JORC Code explanation	Commentary
Drill hole Information	 A summary of all information material to the understanding of the exploration results including a tabulation of the following information for all Material drill holes: o easting and northing of the drill hole collar o elevation or RL (Reduced Level – elevation above sea level in metres) of the drill hole collar o dip and azimuth of the hole o down hole length and interception depth o hole length.	AHRC0090 and AHRC0091 and AHRC0092 see main body of announcement
	 If the exclusion of this information is justified on the basis that the information is not Material and this exclusion does not detract from the understanding of the report, the Competent Person should clearly explain why this is the case.	No information has been excluded
Data aggregation methods	 In reporting Exploration Results, weighting averaging techniques, maximum and/or minimum grade truncations (eg cutting of high grades) and cut-off grades are usually Material and should be stated.	No min max, ave, techniques were used in this report and all workings are shown within this report. References are used where information has been previously announced
	 Where aggregate intercepts incorporate short lengths of high grade results and longer lengths of low grade results, the procedure used for such aggregation should be stated and some typical examples of such aggregations should be shown in detail.	No aggregation has been used. The samples are a single composite through the entire orebody
	 The assumptions used for any reporting of metal equivalent values should be clearly stated.	No metal equivalent are referred to in this report
Relationship between mineralisatio n widths and	These relationships are particularly important in the reporting of Exploration Results.
	 If the geometry of the mineralisation with respect to the drill hole angle is known, its nature should be reported	See main body of report

BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

Criteria	JORC Code explanation Commentary	JORC Code explanation Commentary
intercept lengths	 .  If it is not known and only the down hole lengths are reported, there should be a clear statement to this effect (eg ‘down hole length, true _width not known’). _	All reference to widths are down hole length, true width is not calculated
Diagrams	 Appropriate maps and sections (with scales) and tabulations of intercepts should be included for any significant discovery being reported These should include, but not be limited to a plan view of drill hole collar locations _and appropriate sectional views. _	Refer to Figures 1, 2, in the body of the report
Balanced reporting	 Where comprehensive reporting of all Exploration Results is not practicable, representative reporting of both low and high grades and/or widths should be practiced to avoid misleading reporting of Exploration _Results. _	 This report contains all meaningful drilling results for this campaign
Other substantive exploration data	 Other exploration data, if meaningful and material, should be reported including (but not limited to): geological observations; geophysical survey results; geochemical survey results; bulk samples – size and method of treatment; metallurgical test results; bulk density, groundwater, geotechnical and rock characteristics; potential deleterious _or contaminating substances. _	This report contains all meaningful drilling results for this campaign
Further work	 The nature and scale of planned further work (eg tests for lateral extensions or depth extensions or large-scale step-out drilling).	 Drilling programs have been planned and approvals have been granted. The registration ID of the granted PoW’s is E09/1938ID 45272 E09/1507ID 58959
	 Diagrams clearly highlighting the areas of possible extensions, including the main geological interpretations and future drilling areas, provided this information is not commercially sensitive.	The planned drilling information is commercially sensitive and is not included in this report.

BYRO–IRONORE–HIGH GRADE MAGNETITE November 2017

INTEREST IN MINING TENEMENTS Athena Resources Limited 100%

Byro

E09/1507 E – Exploration License E09/1552 MLA - Mining Lease Application E09/1637 E09/1781 E09/1938 MLA09/166 MLA09/168

Cautionary Notes

Forward Looking Statements

This announcement contains certain statements that may constitute “forward looking statements”. Such statements are only predictions and are subject to inherent risks and uncertainties, which could cause actual values, results, performance achievements to differ materially from those expressed, implied or projected in any forward looking statements.

Drilling to date supports aspects of the estimates in this report which were published earlier this year. The quantity and grade reported is conceptual in nature. There has been insufficient exploration to define a mineral resource. Further exploration is warranted to improve understanding and reduce uncertainty about this body.

JORC Code Compliance Statement

Some of the information contained in this announcement is historic data that have not been updated to comply with the 2012 JORC Code. The information referred to in the announcement was prepared and first disclosed under the JORC Code 2004 edition. It has not been updated since to comply with the JORC Code 2012 edition on the basis that the information has not materially changed since it was last reported.

Competent Persons Statement

The information included in the announcement was compiled by Mr Liam Kelly, an employee of Athena Resources Limited. Mr Kelly is a Member of the Australasian Institute of Mining and Metallurgy, and has sufficient relevant experience in the styles of mineralisation and deposit styles under consideration to qualify as a Competent Person as defined in “The Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code 2012 Edition)”. Mr Kelly consents to the inclusion of the information in the announcement in the context and format in which it appears and that the historical information was compliant with the relevant JORC Code, 2004 Edition , and new information announced in this report is compliant with the JORC Code 2012 Edition.

Competent Persons Disclosure

Mr Kelly is an employee of Athena Resources and currently holds securities in the company.