BUXTON RESOURCES LIMITED — Interim / Quarterly Report 2012

Apr 25, 2012

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ABN: 86125049550 ASX Code: BUX, BUXO Frankfurt: 3B4.F Share Price: 0.13 Shares on Issue: 40.1M No of listed options: 4.0M Market Cap: 5.2M Cash at Bank: $1.4M

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Quarterly Activities Report

For the three months ending March 2012

Summary & Highlights for the

Quarter

Highlights:

Contact Details

50 Derby Road, Subiaco WA 6008 PO Box 9028, Subiaco WA 6008 Tel: 08 9380 6063 Fax: 08 9381 4056 Email: info@buxtonresources.com.au www.buxtonresources.com.au

Directors

Seamus Cornelius Chairman Anthony Maslin Managing Director Julian Stephens Non-Executive Director

Joint Company Secretaries Sam Wright Jodi Haslinger

 Esperance Port expansion approved  Several potential JV parties commenced due diligence  Zanthus Scoping Study continues  Marketing Study commissioned

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Buxton – March 2012 Quarterly Activities Report

Zanthus Project E28/1957, E28/1959 (100% Buxton)

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Figure 1: Zanthus Project location.

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SUMMARY

PROJECT LOCATION

The Zanthus Project is located 200 kms east of Kalgoorlie, 25 kms south of the Trans Australian Railway (1), and 35 kms south south east of the existing Zanthus rail siding (2), (Figure 1).

The rail line from Zanthus to Kalgoorlie is the Trans Australian and is government owned. The rail from Kalgoorlie to Esperance is owned by a private infrastructure operator, as opposed to a competing mining company.

The Western Australian State Government has recently announced a planned expansion to the Esperance Port to facilitate an additional 20 MTpa export capacity. This will be undertaken in conjunction with private operators and submissions are currently being prepared. The State Government has a stated objective of allowing access to those who require it.

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Figure 2: Zanthus rail siding, wye, spur line and airstrip.

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The Zanthus rail siding is 1.8 kms long. A wye and spur lines are also present, along with rail workers’ accommodation and an airstrip. Zanthus represents the start of the longest straight rail in the world to the East of this point (Figure 2).

POTENTIAL JV PARTNERS

On January 26th 2012 Buxton’s exploration team and directors led a field trip to Zanthus with potential investors. The trip involved inspecting drill spoils, intercepts, Zanthus railhead, spur and wye lines (Figure 3). Discussions are still pending with various interested parties.

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Figure 3: Buxton’s exploration team and directors lead a recent site visit to Zanthus with interested parties

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SCOPING STUDY CONTINUES

On December 12 2011, Buxton commissioned Runge Ltd to undertake a high level Scoping Study to investigate the potential economic viability of the Zanthus Magnetite Project.

The scope of work includes design of a preliminary optimised pit shell, processing, infrastructure, transport and an initial economic model. The study is expected to be completed in April or early May 2012.

MARKETING STUDY

A Marketing Study was commissioned during the quarter to assess the marketability of Zanthus concentrate. Magnetite concentrate is used in the Iron and Steel Making operations in two forms: as a concentrate fed into a pellet plant for the production of pellets, or as feed to a sinter plant. In both cases, the material requires processing prior to being used in the iron making process.

• +67% Fe content of the Zanthus magnetite concentrate at a target p80 of 150 microns is an ideal material to add to a sinter mix

• Zanthus magnetite concentrate at a target p80 of 150 microns will prove to be a saleable product attracting a premium price

• The results also demonstrate very good liberation of Fe is achieved at a p80 of 45 microns. At this size, the concentrate is suitable only for pellet feed

CONCLUDING COMMENTS

The Scoping Study currently underway will aim to draw together all the elements of the Zanthus Project to ascertain the potential future viability of the project. Clearly the access to rail and port infrastructure, along with the favourable metallurgy are major advantages, and bode well for the project.

The Marketing Study assessing the marketability of the Zanthus concentrate appears to confirm the concentrate lends itself favourably to sinter feed used in Chinese steel mills.

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Dempster Project, Fraser Orogen WA

E63/1114, E63/1120 – 1121 (90% Buxton), E63/1351 (100% Buxton)

No field activity was conducted on the Dempster Project during the quarter.

Events Subsequent to the End of Quarter

Interest has been received from several parties in investing in the Zanthus Project and discussions are continuing.

For further information regarding Buxton Resources Limited please contact:

Anthony Maslin

Jodi Haslinger

Managing Director Joint Company Secretary amaslin@buxtonresources.com.au

jodi@buxtonresources.com.au

Ph; 08 9380 6063

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Rule 5.3

Appendix 5B

Mining exploration entity quarterly report

Introduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98, 30/9/2001.

Name of entity

BUXTON RESOURCES LIMITED

	ABN 86 125 049 550 Consolidated statement of cash flows		Quarter ended (“current quarter”) 31 March 2012	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 and 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 i GST Paid 1.7 ii NetOperating Cash Flows			Current quarter $A‘000	Year to date (9months) $A ‘000
			- (91) - - (54) - 2 - - (2)	- (974) - - (250) - 66 - - (83)
			(145)	(1241)
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 Net investing cash flows 1.13 Total operating and investing cash flows (carried forward)			- - - - - - - - -	- - - - - - - - -
			-	-
			(145)	(1241)

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1.13 Total operating and investing cash flows (brought forward)	(145)	(1241)
Cash flows related to financing activities 1.14 Proceeds from issues of shares, exercise of 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 – costs of capital raising Net financing cash flows	- - - - - -	- - - - - -
	-	-
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	(145) 1,524 -	(1241) 2,620 -
	1,379	1,379

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
		40
		-
1.25	Explanation necessary for an understanding of the transactions
	Item 1.23 includes aggregate amounts paid to directors including salary, directors’ fees, consulting fees and superannuation.

Non-cash financing and investing activities

2.1 2.2	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
	Details of outlays made by other entities to establish or increase their share in projects in which the reportingentityhas an interest
	Not applicable

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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 Acquisition of interests 4.4 Administration			$A’000
			20
			-
			-
			90
Total			110
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 Term deposit (four months) 5.3 Bank overdraft 5.4 Other (provide details)	129		227
	1,250		1,297
	-		-
	-		-
Total: cash at end of quarter(item 1.22)	1,379		1,524

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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 of quarter	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)	Amount paid up per security (see note 3)
7.1 Preference +securities 7.2 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital,etc.
7.3 +Ordinary securities 7.4 Changes during quarter (a) Increases through issues (b) Shares released from escrow (c) Decreases through returns of capital,buy-backs	, 40,118,194	40,118,194
7.5 +Convertible debt securities 7.6 Changes during quarter (a) Increases (b)Decreases	-	-
7.7 Options (description and conversion factor)	4,750,000 4,000,000 4,004,983 3,750,000	- - 4,004,983 -	Exercise Price 20 cents 30 cents 30 cents 35 cents	Expiry Date 30/6/12 30/6/12 31/1/16 31/1/16

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7.8 Issued during quarter 7.9 Exercised during quarter 7.10 Expired/lapsed during quarter
	-	-
	-	-
7.11 Debentures (totals only)	-	-
7.12 Unsecured notes (totals only)	-	-

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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 4).

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

Sign here: Date: 26 April 2012

Company Secretary

Print name: Jodi Haslinger

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 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 1022: Accounting for Extractive Industries and AASB 1026: Statement of Cash Flows apply to this report.

5 Accounting Standards ASX will accept, for example, the use of International Accounting 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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