BARYS RESOURCES LIMITED — Interim / Quarterly Report 2012

Jul 30, 2012

ANNOUNCEMENT

31 JULY 2012

QUARTERLY ACTIVITIES REPORT FOR THE PERIOD ENDING 30 JUNE 2012

Mining Group Limited (ASX: MNE) is pleased to provide its activities and cash flow report for the quarter ended 30 June 2012.

Operational highlights:

• Substantial drilling activity undertaken with 13 drill holes completed at the Comval Project in the Philippines – 9 completed at Bayag Bayag, 3 at Tagpura and 1 at Maangob for a total of 2,942.60 metres;

• Assay received for first Bayag Bayag drill hole BCPDH00001, with intercepts 44.00m at 0.64% Cu from 39.00m, including 28.00m @ 0.88% Cu from 55.00m;

• Post quarter end, assays received for another 5 Bayag Bayag drill holes, with further skarn style copper intercepts encountered and porphyry style feeders encountered in Bayag Bayag drill hole BCPD0006;

• Detailed ground magnetics and geological mapping works completed between Bayag Bayag and Tagpura have identified further skarn targets;

• Continued validation and verification work undertaken on historic data to assist the calculation of a maiden JORC compliant resource for Tagpura and Maangob.

Corporate highlights:

• Completed placement that raised $3 million;

• Mr Cobb Johnstone was appointed as a Non-Executive Director on 24 May 2012;

• Post quarter end, Mr Zeff Reeves was appointed Managing Director, following the resignation of Mr Andrew Maurice

Mining Group is an Australian based mineral exploration and development company established to explore, evaluate and acquire commercially significant resource projects in Australia and overseas.

Review of operations

Comval Copper/Gold Project (MNE – 80% interest)

During the June 2012 quarter, exploration activities focused on the new Bayag Bayag target following mapping and other target generation work undertaken by the geology team in the previous quarter, resulting in 9 holes being drilled for a total of 1,987.20 metres. All completed holes have been geologically logged and sampled, and were submitted to MacPhar Laboratories in Manila for analysis. Assay results for the first hole at Bayag Bayag were received in the June quarter in which hole BCPDH00001 intercepted over 100m of variably skarn altered limestone consisting of massive garnet, pyroxene, epidote pyrrhotite and visible copper mineralisation as chalcopyrite. The intercept provides further encouragement that the exploration model being developed by the Mining Group exploration team remains valid.

Assay results for 5 additional drill holes were received post quarter end. Drill hole BCPDH00006 encountered two zones of mineralised porphyry style feeders. Logging and multi-element geochemistry indicate these feeders are highly altered intrusive granodiorites, anomalous in Cu, Au,

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Ag, Mo and Co. The feeders are comprised of distinctive vertically dipping sheeted veins of pyrite, chalcopyrite, quartz and epidote with alteration haloes of magnetite, similar to the high temperature zone of a porphyry style deposit.

The identification of the significantly mineralised porphyry feeder zones that were intersected in hole BCPDH00006 is an important exploration achievement for Mining Group, as this further enhances the Comval Project’s porphyry copper prospectivity.

Three holes were completed during the quarter at Tagpura for a total of 659.90m and one hole at Maangob for 295.50m. A list of holes drilled during the quarter is presented in Table 2.

Assays were received for 13 holes during the quarter. A table of significant assays is presented in table 1.

			LOCATION			ORIENT	ATION	Int	ersection(m)					COMMENT
	Prospect					AZIM UTH				Interv al		Au g/t
HOLEID		EAST	NORTH	RL	DEPTH		DIP	From	To		Cu%		Ag g/t
	Bayag Bayag													NSI for Au or Ag
BCPDH00001		845466.00	826457.00	468.00	270.00	270	-60	39.00	83.00	44.00	0.64%	-	-
	Bayag Bayag													NSI for Au or Ag
BCPDH00001		845466.00	826457.00	468.00	270.00	270	-60	44.00	72.00	28.00	0.88%	-	-
	Bayag Bayag
BCPDH00002		845542.25	826459.24	475.00	237.50	270	-60	32.00	64.00	32.00	0.61	0.18	2.51
	Bayag Bayag
BCPDH00002		845542.25	826459.24	475.00	237.50	270	-60	50.70	62.00	11.30	1.11	0.16	3.80	incl
BCPDH00003	Bayag Bayag	845464.86	826414.58	490.00	217.20	270	-60	135.60	146.00	10.40	0.87	0.53	2.78
BCPDH00003	Bayag Bayag	845464.86	826414.58	490.00	217.20	270	-60	158.30	166.00	7.70	0.83	0.14	2.67
	Bayag Bayag
BCPDH00004		845521.46	826549.49	496.00	246.80	270	-60							NSI
BCPDH00005	Bayag Bayag	845466.00	826457.00	468.00	124.00	90	-70	33.00	34.70	1.70	1.45	0.42	6.96
BCPDH00005	Bayag Bayag	845466.00	826457.00	468.00	124.00	90	-70	55.00	65.00	10.00	1.02	0.18	3.77
	Bayag Bayag
BCPDH00006		845599.83	826443	480.00	195.10	0	-90	45.00	50.00	5.00	0.44	0.15	1.34
	Bayag Bayag
BCPDH00006		845599.83	826443	480.00	195.10	0	-90	104.00	106.00	2.00	1.38	0.64	2.50
MCPDH00001	MAANGOB	844880.645	828190.161	337.34	295.50	130	-60	236.00	250.00	14.00	0.27			NSI for Au or Ag
														NSI for Au or Ag
TCPDH000117	TAGPURA	845810.00	827255.00	430.50	200.00	310	-70	110.00	134.00	24.00	0.41%	-
TCPDH000118	TAGPURA	845787	827215	458.00	333.50	310	-80	164.00	180.00	16.00	0.50%	-		NSI for Au or Ag
TCPDH00119	TAGPURA	845685.59	827722.51	451.40	279.60	310	-60	46.00	72.00	26.00	0.59%	0.06	1.30
TCPDH00119	TAGPURA	845685.59	827722.51	451.40	279.60	310	-60	144.00	158.00	14.00	0.33%	0.06	0.95
TCPDH00119	TAGPURA	845685.59	827722.51	451.40	279.60	310	-60	239.00	249.00	10.00	0.33%	0.05	-
TCPDH00120	TAGPURA	845820.49	827654.194	521.08	288.20	310	-60	14.00	41.00	27.00	0.34%	0.06	0.36
TCPDH00121	TAGPURA	845832.02	827244.39	440.84	288.20	310	-80							NSI
TCPDH00122	TAGPURA	845687.67	827723.598	451.58	250.00	130	-60							NSI

Table 1- Significant intercept table for assays received during the quarter for drilling by Mining Group at Comval during the quarter. Significant intercepts calculated on a length weighted average using a 0.25% Cu cut off and 4m internal dilution.

Drill Hole	Date started	Drilling Completed	UTM east	UTM North	RL	Azimuth	Dip	EOH
TCPDH00121	03/19/12	04/01/12	845832.02	827244.39	440.84	310	-80	349.50
TCPDH00122	04/11/12	04/20/12	845687.67	827723.60	451.58	130	-60	250.00
MCPDH00001	04/02/12	04/17/12	844880.65	828190.16	337.34	130	-60	295.50
BCPDH00001	04/04/12	04/14/12	845466.00	826457.00	468.00	270	-60	140.50
BCPDH00002	04/17/12	04/30/12	845542.25	826459.24	475.00	270	-60	237.50
BCPDH00003	04/22/12	05/05/12	845464.86	826414.58	490.00	270	-60	217.20

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BCPDH00004	04/27/12	05/12/12	845521.46	826549.49	496.00	270	-60	246.80
BCPDH00005	05/02/12	05/08/12	845466.00	826457.00	468.00	90	-70	124.00
BCPDH00006	05/09/12	05/19/12	845599.83	826443.00	480.00	0	-90	195.10
BCPDH00007	05/11/12	05/28/12	845602.06	826901.79	585.00	270	-60	254.60

Detailed Ground Magnetics

Over the June 2012 quarter, Mining Group utilised the expertise of geophysics company Resource Potentials Pty Ltd to conduct high resolution ground magnetic work between Tagpura and Bayag Bayag.

The survey was conducted on east-west lines spaced at 25m to provide maximum resolution. A Geometrics G859 magnetometer with inbuilt GPS was used to collect second readings along lines that were walked by survey personnel. The results from this work have been outstanding, with the near surface skarns being clearly identified on the ground magnetic images. This data has identified a number of near surface anomalies that remain untested and provide encouragement that further skarn mineralisation exists within a 2km radius of Tagpura.

This detailed work has also demonstrated that drilling at Bayag Bayag in particular has missed the main magnetic anomalies and also delineated previously untested potential at Tagpura, providing further encouragement for economic skarn mineralisation. This ground magnetic work combined with historical induced polarisation data and the recently updated geological model have identified circular kilometre scale targets that are prospective for large scale porphyry mineralisation.

The Company intends to continue this ground magnetic survey work to delineate further targets within the Project area.

Boorara Project (Option to acquire up to 70% interest)

Limited exploration was undertaken at the Boorara Project in Western Australia during the quarter. The Company still intends to plan a full detailed soil-sampling programme over the tenements after encouraging results were received in Q4 2011.

Teutonic Project (Option to acquire up to 70% interest)

Limited exploration was undertaken at the Teutonic Project during the quarter. Reinterpretation of high-resolution detailed magnetic data is continuing to identify potential drill targets.

Lake Christopher Project (ELA69/2935-100% MNE)

Discussions are progressing with respect to the negotiation of a Mineral Exploration Land Access agreement and a Mining Access Permit to Lake Christopher.

Corporate

During the June 2012 quarter, Mining Group issued 3 million shares at an issue price of 50 cents per share, completing its placement of 6 million fully paid ordinary shares at an issue price of 50 cents per share to raise $3 million. Tranche 1 of the placement was completed in the March quarter.

The Company issued 400,000 unlisted options, exercisable at 55 cents each on or before 28 February 2014, to nominees of Cygnet Capital Pty Ltd in consideration for services provided by Cygnet Capital as lead manager to the aforementioned placement.

In consideration for the provision of exploration, financial and legal services the Company also issued unlisted options to consultants on the following terms:

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• 300,000 Class C Options exercisable at 60 cents each on or before 1 April 2015, to be voluntarily escrowed until 1 April 2013; and

• 50,000 Class D Options exercisable at 60 cents each on or before 14 May 2015.

On the 24 May 2012, Mr Cobb Johnstone was appointed as a Non-Executive Director and Ms Shannon Coates resigned as Non-Executive Director. Mr Johnstone is a mining engineer with over 30 years’ experience in the copper, gold and metalliferous mining industries, including both large open cut and underground operations. He holds a Bachelor of Engineering (Mining) from the University of Sydney.

Corporate events subsequent to the end of the quarter

On 17 July 2012, Mr Zeff Reeves was appointed Managing Director following the resignation of Mr Andrew Maurice.

Mr Reeves is an experienced mining industry professional and geologist with more than 15 years’ experience. Importantly, he is very familiar with the Company’s Comval Project, having provided technical, corporate and commercial consulting services to the Company during the project acquisition process and in developing and executing the Company’s current exploration programme. Mr Reeves has a broad range of experience, from grass roots exploration to underground mining. He also has extensive corporate and commercial experience gained as commercial manager for a WA based electrical engineering contracting business and in his roles with Cleveland and Ashburton, and has an MBA from the Curtin Graduate School of Business.

On 18 July 2012, the Company went into voluntary trading halt and subsequently voluntary suspension pending an announcement with respect to capital raising activities. The Company expects to provide an update in this regard shortly.

For further information please contact:

Zeff Reeves Managing Director zreeves@mininggroup.net.au P: + 61 8 9322 6424

Media Investors Carrie Parsons Ronn Bechler LastSay Communications Market Eye carrie@lastsay.net.au ronn.bechler@marketeye.com.au P: +61-433 472 947 P: +61-400 009 774

About Mining Group Limited

Mining Group Limited (ASX: MNE) is an ASX listed, Australian based exploration company established to explore, evaluate and acquire commercially significant resource projects in Australia and overseas.

Mining Group seeks to develop the Comval Copper Gold Project in the Philippines along with exploring the prospective Western Australian based Boorara, Teutonic and Lake Christopher Projects.

Mining Group has a strong Board and management team with considerable technical, commercial and corporate experience in the resources sector. For more information visit the Mining Group website at www.mininggroup.net.au

The information in this report that relates to Exploration Results and Mineral Resources is based on information compiled by Mr Zeffron Reeves (B App Sc (Hons) (Applied Geology) MBA, MAIG), a consultant to the Company. Mr Reeves has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Mr Reeves consents to the inclusion in this report of the matters based on this information in the form and context in which it appears.

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GROUND FLOOR, 3 RICHARDSON STREET, WEST PERTH, WESTERN AUSTRALIA 6005 TELEPHONE 08 9322 6424 FAX 08 9486 1258 www.mininggroup.net.au

Appendix 5B Mining exploration entity quarterly report

Rule 5.3

Appendix 5B

Mining exploration entity quarterly report

Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10

Name of entity

MINING GROUP LIMITED

ABN 73 149 230 811

Quarter ended (“current quarter”) 30 JUNE 2012

Consolidated statement of cash flows

Cash flows related to operating activities 1.1 Receipts from product sales and related debtors 1.2 Payments for (a) exploration & evaluation (b) development (c) production (d) administration 1.3 Dividends received 1.4 Interest and other items of a similar nature received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Other (provide details if material) Net Operating Cash Flows	Current quarter $A’000	Year to date (12 months) $A’000
	- (1,849) - - (444) - 13 - - -	- (3,109) - - (1,088) - 58 - - -
	(2,280)	(4,139)
Cash flows related to investing activities 1.8 Payment for purchases of: (a) prospects (b) equity investments (c) other fixed assets 1.9 Proceeds from sale of: (a) prospects (b) equity investments (c) other fixed assets 1.10 Loans to other entities 1.11 Loans repaid by other entities 1.12 Other (Costs of Comval Acquisition ) Net investing cash flows 1.13 Total operating and investing cash flows (carried forward)	- - (11) - - - - - -	- - (28) - - - (1,000) - (2,041)
	(11)	(3,069)
	(2,291)	(7,208)

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

1.13 Total operating and investing cash flows (brought forward)	(2,291)	(7,208)
Cash flows related to financing activities 1.14 Proceeds from issues of shares, options, etc. 1.15 Proceeds from sale of forfeited shares 1.16 Proceeds from borrowings 1.17 Repayment of borrowings 1.18 Dividends paid 1.19 Other – share issue costs Net financing cash flows	1,400 - - - - (195)	6,010 - - - - (498)
	1,205	5,512
Net increase (decrease) in cash held 1.20 Cash at beginning of quarter/year to date 1.21 Exchange rate adjustments to item 1.20 1.22 Cash at end ofquarter	(1,086) 1,964 -	(1,696) 2,574 -
	878	878

Payments to directors of the entity and associates of the directors Payments to related entities of the entity and associates of the related entities

1.23 1.24	1.23 1.24	Aggregate amount of payments to the parties included in item 1.2 Aggregate amount of loans to the parties included in item 1.10	Current quarter $A'000
			149
			-
1.25 Explanation necessaryfor an understandingof the transactions Payments made for director’s fees, salaries and superannuation. Non-cash financing and investing activities 2.1 Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows Not applicable 2.2 Details of outlays made by other entities to establish or increase their share in projects in which the reportingentityhas an interest Not applicable		Explanation necessaryfor an understandingof the transactions
		Payments made for director’s fees, salaries and superannuation.
	Not applicable
	Details of outlays made by other entities to establish or increase their share in projects in which the reportingentityhas an interest
	Not applicable

• See chapter 19 for defined terms.

Appendix 5B Page 2

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Appendix 5B Mining exploration entity quarterly report

Financing facilities available

Add notes as necessary for an understanding of the position.

	3.1 Loan facilities 3.2 Credit standby arrangements	Amount available $A’000	Amount used $A’000
		-	-
		-	-

Estimated cash outflows for next quarter

• 4.1 Exploration and evaluation

• 4.2 Development

• 4.3 Production 4.4 Administration Total

$A’000 400 350 750

Reconciliation of cash

Reconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts is as follows.

• 5.1 Cash on hand and at bank

• 5.2 Deposits at call 5.3 Bank overdraft 5.4 Other (provide details) Total: cash at end of quarter (item 1.22)

	Current quarter	Previous quarter
	$A’000	$A’000
	183	1,771
	695	193
	-	-
	-	-
	878	1,964

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

Changes in interests in mining tenements

Tenement reference Nature of interest (note (2)) Interest at beginning ofquarter Interest at end of quarter 6.1 Interests in mining tenements relinquished, reduced or lapsed 6.2 Interests in mining tenements acquired or increased Issued and quoted securities at end of current quarter Description includes rate of interest and any redemption or conversion rights together with prices and dates.	Tenement reference Nature of interest (note (2)) Interest at beginning ofquarter Interest at end of quarter 6.1 Interests in mining tenements relinquished, reduced or lapsed 6.2 Interests in mining tenements acquired or increased Issued and quoted securities at end of current quarter Description includes rate of interest and any redemption or conversion rights together with prices and dates.	Tenement reference	Tenement reference	Nature of interest (note (2))	Nature of interest (note (2))	Interest at beginning ofquarter	Interest at beginning ofquarter	Interest at end of quarter
	Total number		Number quoted		Issue price per security (see note3) (cents)		Amount paid up per security (see note3) (cents)
7.1 Preference +securities (description) 7.2 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs, redemptions	-		-		-		-
	-		-		-		-
7.3 +Ordinary securities 7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs	50,202,344		36,686,719		-		-
	3,000,000		3,000,000		$0.50		$0.50
7.5 +Convertible debt securities (description)	-		-		-		-

• See chapter 19 for defined terms.

Appendix 5B Page 4

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Appendix 5B Mining exploration entity quarterly report

7.6 Changes during quarter (a) Increases through issues (b) Decreases through securities matured, converted	-	-	-	-
7.7 Options (description and conversion factor) 7.8 Issued during quarter 7.9 Exercised during quarter 7.10 Expired during quarter	23,422,230 400,000 300,000 50,000	21,922,230 - - -	Exercise price $0.20 $0.55 $0.60 $0.60	Expiry date 01/07/2014 28/02/2014 01/04/2015 14/05/2015
	400,000 300,000 50,000	- - -	$0.55 $0.60 $0.60	28/02/2014 01/04/2015 14/05/2015
	-	-	-	-
	-	-	-	-
7.11 Debentures (totals only)	-	-
7.12 Unsecured notes(totals only)	-	-

Compliance statement

• 1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 5).

• 2 This statement does give a true and fair view of the matters disclosed.

	31 July 2012
Sign here:	............................................................ Date: ............................
	(Company Secretary)
	SHANNON COATES
Print name:	.........................................................

Notes

• 1 The quarterly report provides a basis for informing the market how the entity’s activities have been financed for the past quarter and the effect on its cash

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

position. An entity wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.

• 2 The “Nature of interest” (items 6.1 and 6.2) includes options in respect of interests in mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items 6.1 and 6.2.

• 3 Issued and quoted securities The issue price and amount paid up is not required in items 7.1 and 7.3 for fully paid securities .

• 4 The definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.

• 5 Accounting Standards ASX will accept, for example, the use of International Financial Reporting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.

== == == == ==

• See chapter 19 for defined terms.

Appendix 5B Page 6

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