BARYS RESOURCES LIMITED — Interim / Quarterly Report 2011

Jan 30, 2012

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QUARTERLY ACTIVITIES REPORT FOR THE PERIOD ENDING 31[st] DECEMBER 2011

ANNOUNCEMENT

31 JANUARY 2012

HIGHLIGHTS

• Formal documentation signed to acquire 80% interest in the Comval Copper /Gold project in the Philippines, with completion taking place post period end.

• $3 million raised to fund the Comval acquisition and for working capital.

• Comprehensive review of drilling and geological databases commenced to define maiden JORC resource at Comval.

• Field exploration continued at the Boorara and Teutonic Projects in Western Australia.

Mining Group Limited (ASX:MNE) ( Mining Group or the Company ) 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.

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

Consistent with its stated objectives, during the December quarter Mining Group signed a Binding Heads of Agreement ( HOA ) and subsequently formal agreements with Cadan Resources Corporation (TSX.V:CXD) ( Cadan ) to acquire an 80% interest in the Comval Copper/Gold project ( Comval Project ) located in the Philippines.

Subsequent to the December quarter, the transaction was completed on the 17 January 2012.

The Comval Project is located in the Compostela Valley in the Mindanao province of the Philippines, approximately 90 kilometres north of the Mindanao capital, Davao. It is located within the East Mindanao Ridge, which is a world class copper/gold province which hosts major deposits such as Kingking (St Augustine) (5 billion lb Cu, 10.3 million oz. Au), Dilwalwal (Philippines Mining Development Corp) (10 million oz. Au) and CoO (Medusa) (2.5 million oz. Au).

173 MOUNTS BAY ROAD PERTH WESTERN AUSTRALIA 6000 TELEPHONE 08 9322 6424 FACSIMILE 08 9322 6778

www.mininggroup.net.au

The Comval Project consists of two exploration permits, EP-00001-XI ( EP1 ) and EP-00002-09XI ( EP2 ), covering an area of 4310 hectares, which are prospective for copper and gold.

Copper and gold mineralisation was first discovered in the area in which the Comval Project is located during the 1960's and the area has been subject to historical mining activity during the 1980's by Sabena Mining Corporation.

Numerous identified bodies of copper and gold mineralisation occur along the margins of intrusive quartz diorites and associated porphyries in the Project area. The Project has 3 main targets, Tagpura, Maangob and Kalamatan, with numerous other early stage targets having been previously identified as prospective for both copper and gold.

Work completed previously includes surface mapping and sampling, trenching, over 24,000 metres of diamond and RC drilling, geophysical surveys (IP and magnetic) and preliminary metallurgical studies.

The majority of data exists over the Tagpura target, with approximately 20,000 metres of the drilling having been completed on this target.

Mining Group is in the process of reviewing and reinterpreting historic drilling results, with the aim of defining a maiden JORC resource estimation, which is expected during the first quarter of 2012. In addition, Mining Group proposes to carry out approximately 10,000m of drilling and the completion of a high level scoping study to incorporate the geological, metallurgical and engineering data, as well as undertaking a financial analysis to assist with determining the most appropriate development options moving forward.

Mining Group is currently in discussions with several strategic investors and several potential cornerstone investors who may assist the Company with its development of the Comval assets.

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

As reported during the quarter, a first pass soil orientation program at the Boorara Project was designed to follow up on the previously identified weak gold in soil anomalism from the historical exploration results and to determine the best soil fraction to gain a maximum gold response.

Analysis of results showed best response for gold was in the -75µm fraction with strong correlation between Au, Hg and Te, typical of Kalgoorlie style gold bearing systems.

Given the encouraging results, the Company is in the process of planning a full detailed soil-sampling program over the tenements.

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

High-resolution detailed magnetic data, which covers approximately 65% of the project area, has been processed by Resource Potentials Pty Ltd to produce a suite of images.

The Company has commenced reinterpretation of this data to identify potential drill targets, possibly associated with VMS style base metals deposits similar to the along strike Jaguar and Bentley deposits. The Company will continue to interpret this data and evaluate potential targets.

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

Discussions progressed with the Ngaanyatjarra Council (NC) which acts for the Ngaanyatjarra Land Council and the Yarnangu Ngaanyatjarra Parna (Aboriginal Corporation) with respect to the negotiation of a Mineral Exploration Land Access agreement and a Mining Access Permit at Lake Christopher.

Mining Group is in the process of finalising the agreement with the NC and plans to meet with the traditional owners during the coming months.

Corporate

As contemplated in the IPO prospectus, during the December 2011 quarter, the Company completed a fully underwritten pro-rata non-renounceable rights issue of 6,512,500 New Options exercisable at $0.20 each on or before 1 July 2014 on a basis of 1 New Option for every 4 Shares held, at an issue price of $0.01 per New Option.

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Andrew Maurice

Managing Director

Contact:

Andrew Maurice Managing Director amaurice@mininggroup.net.au

P: + 61 8 9322 6424 M: 0410 642 660

Level 1, 173 Mounts Bay Road PERTH WA 6000

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 that collectively have 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, Mineral Resources or Ore Reserves 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.

Appendix 5B Mining exploration entity quarterly report

cRule 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 DECEMBER 2011

	ABN 73 149 230 811 Consolidated statement of cash flows		Quarter ended (“current quarter”) 31 DECEMBER 2011
			31 DECEMBER 2011
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 (6 months) $A’000
		- (269) - - (212) - - - - -		- (415) - - (292) - 11 - - -
		(1,481)		(1,696)
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 (provide details if material) Net investing cash flows 1.13 Total operating and investing cash flows (carried forward)		- - - - - - (1,000) - -		- - (3) - - - (1,000) - -
		(1,000)		(1,003)
		(1,481)		(1,699)

• 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)	(1,481)	(1,699)
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	3,101 - - - - 13	3,101 - - - - (224)
	3,114	2,877
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	1,633 2,119 -	1,178 2,574 -
	3,752	3,752

1.22 Cash at end ofquarter , ,	1.22 Cash at end ofquarter , ,	1.22 Cash at end ofquarter , ,	1.22 Cash at end ofquarter , ,
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
			61
			-
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

$A’000 800

• 4.1 Exploration and evaluation

• 4.2 Development 4.3 Production 4.4 Administration 350 1,150

• Total

Reconciliation of cash

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.	Current quarter $A’000	Previous quarter $A’000
5.1 Cash on hand and at bank 5.2 Deposits at call 5.3 Bank overdraft 5.4 Other (provide details)	3,132	99
	620	2,020
	-	-
	-	-
Total: cash at end of quarter(item 1.22)	3,752	2,119

• 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

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	26,051,251	13,751,251	-	-
	1,250	1,250	$0.20	$0.20
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	11,473,323	9,973,323	Exercise price $0.20	Expiry date 01/07/2014
	9,974,573	9,974,573	$0.20	01/07/2014
	1,250	1,250	$0.20	01/07/2014
	-	-	-	-
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 January 2012 Sign here: ............................................................ Date: ............................ (Director/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 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.

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• See chapter 19 for defined terms.

Appendix 5B Page 6

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