BARYS RESOURCES LIMITED — Interim / Quarterly Report 2012

Apr 29, 2012

30 APRIL 2012

QUARTERLY ACTIVITIES REPORT FOR THE PERIOD ENDING 31 MARCH 2012

ANNOUNCEMENT

Mining Group Limited (ASX: MNE) provides its activities and cash flow report for the quarter ended 31 March 2012.

Operational highlights:

• Mobilised diamond drill rigs that are now operating across skarn targets at the Comval Copper/Gold Project in the Philippines (Comval Project)

• At 31 March 2012, completed five drill holes for a total of 1,447.80 metres under Mining Group’s management of the Comval Project

• Completed re-logging and checked sampling of approximately 20,000 metres of historical drill core and RC drill samples

• Continued validation and verification work on historic data to assist the calculation of a maiden JORC compliant resource expected in Q3

• Commenced metallurgical test work.

Corporate highlights:

• Completed acquisition of an 80 per cent interest in the Comval Project, including the issue of 2.6 million in consideration shares at deemed issue price of $0.20 per share

• Completed placement of 15.5 million fully paid ordinary shares at $0.20 per share, raising $3.1 million

• Post quarter end, completed placement of 6 million fully paid ordinary shares at $0.50 per share, raising $3 million.

Mining Group is an ASX listed 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)

On 17 January 2012, Mining Group acquired an 80% interest in the Comval Project. This Project is located in the established copper and gold producing region in Compostela Valley, Philippines, and is close to existing infrastructure. The Philippines provides a stable investment environment, and given the Comval Project’s scale and location, it has the potential to be a transformational acquisition for Mining Group.

GROUND FLOOR, 3 RICHARDSON STREET, WEST PERTH, WESTERN AUSTRALIA 6005 TELEPHONE 08 9322 6424 FAX 08 9486 1258

www.mininggroup.net.au

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Since acquiring an 80% interest in the Comval Project, Mining Group has made significant progress towards establishing a maiden JORC compliant resource, and has gained further geoscientific understanding of the Project area to generate additional drill targets. During the quarter the Company:

• Completed re-logging and checked sampling of approximately 20,000 metres of historical drill core and RC drill samples

• Constructed a JORC compliant interrelational database

• Re-interpreted and integrated geological, geophysical and geochemical data to generate new drill targets

• Engaged process engineering firm Simulus Pty Ltd to conduct metallurgical test work and process design

• Commenced a detailed high resolution ground magnetic survey to delineate the Tagpura extensions and the extent of the newly identified Bayag Bayag skarn

• Mobilised three drill rigs at the site.

Bayag Bayag

During the March 2012 quarter, further mapping and target generation work was undertaken by the geological team at the new Bayag Bayag target site, located 800 metres south of the previously mined Tagpura open pit.

Following the end of the quarter, drilling commenced on this site and drill hole BCPDH00001 encountered approximately 100 metres of intense skarn style alteration including visible chalcopyrite copper mineralisation. This intercept provides encouragement that the exploration model being developed by the Mining Group is valid.

Tagpura/Maangob

Mining Group commenced a 24 hour per day diamond drilling programme at existing targets – Tagpura and Maangob.

Drilling

Manila based QED Drilling has been engaged as the Company’s drilling contractor for the Comval Project, and three drill rigs have been mobilised to site. As at 31 March 2012, five holes have been completed for a total of 1,447.80 metres (see table below). All completed holes have been geologically logged and sampled, and submitted to MacPhar Laboratories in Manila for analysis.

Hole ID	Prospect	Status	m East	m North	m RL	Azimuth	Dip	EOH Depth
TCPDH 00117	Tagpura	Completed	845810	827255	430.5	310	-70	200.00
TCPDH 00118	Tagpura	Completed	845887	827505	535	310	-60	333.50
TCPDH 00119	Tagpura	Completed	845640	827701	460	310	-60	279.60
TCPDH 00120	Tagpura	Completed	845771.5	827635	534	310	-60	288.20
TCPDH 00121	Tagpura	Completed	845787	827215	458	310	-80	346.50

Table 1 - Drilling Summary for Comval Project

www.mininggroup.net.au

GROUND FLOOR, 3 RICHARDSON STREET, WEST PERTH, WESTERN AUSTRALIA 6005 TELEPHONE 08 9322 6424 FAX 08 9486 1258

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

Exploration continued at the Boorara Project in Western Australia. The Company is in the process of planning 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)

Reinterpretation of high-resolution detailed magnetic data has commenced to identify potential drill targets. The Company will continue to interpret this data and evaluate potential targets.

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

Discussions have progressed with respect to the negotiation of a Mineral Exploration Land Access agreement and a Mining Access Permit to Lake Christopher. The agreement is being finalised and a preliminary anthropological assessment is being undertaken. It is envisaged that a meeting will be held during the June quarter with the traditional owners to negotiate the agreement.

Corporate

On 17 January 2012, Mining Group acquired an 80% interest in the Comval Project. To fund this acquisition, Mining Group:

• completed a placement of 15.5 million fully paid ordinary shares at $0.20 per share to raise $3.1 million (before costs)

• issued 2.6 million fully paid ordinary shares at a deemed issue price of $0.20 as part consideration to the Vendor of the Comval Project

• issued 2 million listed options to the Vendor of the Comval Project at $0.01 each

• issued 8.5 million listed options, exercisable at $0.20 each on or before 1 July 2014, for nil consideration to Cygnet Capital Pty Ltd

• issued 1.5 million listed options to the Company’s Technical Adviser, Mr Zeffron Reeves, as approved by shareholders at the Company’s general meeting held on 22 December 2011.

Post quarter end, Mining Group successfully completed the placement of a further 6 million fully paid ordinary shares to raise $3 million (before costs). The Company also issued 400,000 unlisted options, exercisable at 55 cents each on or before 28 February 2014 to nominees of Cygnet Capital Pty Ltd.

The funds raised from the recent placement will be applied towards the Company’s exploration programme at the Comval Project and general working capital.

For further information please contact: Andrew Maurice Managing Director amaurice@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

GROUND FLOOR, 3 RICHARDSON STREET, WEST PERTH, WESTERN AUSTRALIA 6005 TELEPHONE 08 9322 6424 FAX 08 9486 1258

www.mininggroup.net.au

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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.

GROUND FLOOR, 3 RICHARDSON STREET, WEST PERTH, WESTERN AUSTRALIA 6005 TELEPHONE 08 9322 6424 FAX 08 9486 1258

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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

Quarter ended (“current quarter”) 31 MARCH 2012

	ABN 73 149 230 811 Consolidated statement of cash flows		Quarter ended (“current quarter”) 31 MARCH 2012
			31 MARCH 2012
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) NetOperating Cash Flows		Current quarter $A’000		Year to date (9 months) $A’000
		- (845) - - (352) - 34 - - -		- (1,260) - - (644) - 45 - - -
		(1,163)		(1,859)
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)		- - (14) - - - - - (2,041)		- - (17) - - - (1,000) - (2,041)
		(2,055)		(3,058)
		(3,218)		(4,917)

• 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)	1.13 Total operating and investing cash flows (brought forward)	1.13 Total operating and investing cash flows (brought forward)	(3,218)	(4,917)
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			1,509 - - - - (79)	4,610 - - - - (303)
			1,421	4,307
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			(1,788) 3,752 -	(610) 2,574 -
			1,964	1,964
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		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
				88
				-
1.25 Explanation necessaryfor an understandingof the transactions Payments made for director’s fees. 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.
	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

Financing facilities available

Add notes as necessary for an understanding of the position.

• See chapter 19 for defined terms.

Appendix 5B Page 2

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Appendix 5B Mining exploration entity quarterly report

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

Estimated cash outflows for next quarter

Estimated cash outflows for next quarter
4.1 Exploration and evaluation 4.2 Development 4.3 Production 4.4 Administration	$A’000
	1,300
	400
Total	1,700

Reconciliation of cash

Total Reconciliation of cash	1,700
Reconciliation of cash at the end of the quarter (as	Current quarter	Previous quarter
shown in the consolidated statement of cash flows) to	$A’000	$A’000
the related items in the accounts is as follows.
5.1 Cash on hand and at bank	1,771	3,132
5.2 Deposits at call	193	620
5.3 Bank overdraft	-	-
5.4 Other (provide details)	-	-
Total: cash at end of quarter(item 1.22)	1,964	3,752

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

Changes in interests in mining tenements

6.1 Interests in mining tenements relinquished, reduced or lapsed 6.2 Interests in mining tenements acquired or increased	Tenement reference	Nature of interest (note (2))	Interest at beginning ofquarter	Interest at end of quarter
	EP000001- XI (“EP1”) EP000002- 09-XI (“EP2”) EPA 109- X1 APSA 246	Acquisition of 80% of Philco Mining Corporation which holds 100% interest in the EP1 and EP2 Option to acquire 80% interest in EPA No 109-X1 and APSA No. 246	0% 0%	80% Option to acquire 80% interest

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.

	Total number	Number quoted	Issue price per security (see note 3) (cents)	Amount paid up per security (see note 3) (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	47,202,344	32,302,344	-	-
	18,151,093 3,000,000	15,551,093 3,000,000	$0.20 $0.50	$0.20 $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	21,922,230	Exercise price $0.20	Expiry date 01/07/2014
	12,000,000	12,000,000	$0.20	01/07/2014
	51,093	51,093	-	-
	-	-	-	-
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.

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30 April 2012
Sign here: ............................................................ Date: ............................
(Director/Company Secretary)
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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 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

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

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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