CYCLIQ GROUP LTD — Interim / Quarterly Report 2009

Oct 30, 2008

Appendix 5B Mining exploration entity quarterly report

Rule 5.3

Appendix 5B Mining Exploration Entity Quarterly Report

Origin: Appendix 8

Name of Entity

MODENA RESOURCES LIMITED

ACN or ARBN 119 749 647

Quarter Ended (“Current Quarter”) 30 Se tember 2008 p

Consolidated Statement of Cash Flows

==> picture [507 x 430] intentionally omitted <==

----- Start of picture text ----- Current Quarter Year to DateCash Flows Related to Operating Activities (3 months)$A’000 $A’0001.1 Receipts from product sales and related debtors 92 921.2 Payments for (a) exploration and evaluation (1,585) (1,585)(b) development - -(c) production - -(d) administration (130) (130)1.3 Dividends received - -1.4 Interest and other items of a similar nature received 3 31.5 Interest and other costs of finance paid (111) (111)1.6 Income taxes paid - -1.7 Other (provide details if material) - GST 2 2Net Operating Cash Flows (1,729) (1,729)Cash Flows Related to Investing Activities1.8 Payment for purchases of: (a)prospects - -(b)equity investments (33) (33)(c) other fixed assets - -1.9 Proceeds from sale of: (a)prospects - -(b)equity investments 50 50(c)other fixed assets - -1.10 Loans to other entities - -1.11 Loans repaid by other entities - -1.12 Other - -Net Investing Cash Flows 17 171.13 Total operating and investing cash flows (carried forward) (1,712) (1,712)----- End of picture text -----

Appendix 5B Page 1

• See chapter 19 for defined terms.

Appendix 5B Mining exploration entity quarterly report

1.13Totaloperating andinvesting cash flows (brought forward)	(1,712)	(1,712)
Cash Flows Related to Financing Activities1.14 Proceeds from issues of shares, options, etc.1.15 Proceeds from sale of forfeited shares1.16 Proceeds from borrowings1.17 Repayment of borrowings1.18 Dividends paid1.19 Other (provide details if material) – share issue costsNet Financing Cash Flows	1,714----(24)	1,714----(24)
	1,690	1,690
Net Increase (Decrease) in Cash Held1.20 Cash at beginning of quarter/year to date1.21 Exchange rate adjustments to 191.22Cash at End ofQuarter	(22)221-	22221
	199	199

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 Aggregate amount of payments to the parties included in item 1.2

• 1.24 Aggregate amount of loans to the parties included in item 1.10

Current quarter $A’000 30 -

• 1.25 Explanation necessary for an understanding of the transactions

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

  • During the quarter, unsecured convertible notes with a face value of $829,341 were converted to 4,828,565 ordinary fully paid shares.

• 2.2 Details of outlays made by other entities to establish or increase their share in projects in which the reporting entity has an interest

.Appendix 5B Page 2

• See chapter 19 for defined terms

Appendix 5B Mining exploration entity quarterly report

Financing Facilities Available

Add notes as necessary for an understanding of the position.

		Amount Available	Amount Used
		$A	$A
3.1	Loan facilities	NIL
3.2	Creditstandby arrangements	NIL

Estimated Cash Outflows for Next Quarter

4.1Exploration and evaluation4.2Development	$A’000
	600
	-
Total	600

Reconciliation of Cash

Reconciliation of Cash
Reconciliation of cash at the end of the quarter (as shown inthe consolidated statement of cash flows) to the relateditemsin the accountsis asfollows.	Current Quarter$A’000	Previous Quarter$A’000
5.1Cash on hand and at bank5.2Deposits at call5.3Bank overdraft5.4Other (provide details)	199	221
	-	-
	-	-
	-	-
Total: Cash at End of Quarter(item 1.22)	199	221

Changes in Interests in Mining Tenements

TenementReference	Nature of Interest	Interest atbeginning ofquarter	Interest atend ofquarter
Nil

Appendix 5B Page 3

• See chapter 19 for defined terms.

Appendix 5B Mining exploration entity quarterly report

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.

	Number Issued	Number Quoted	Issue price persecurity (see note 3)(cents)	Amount paid up persecurity (see note 3)(cents)
7.1Preference+securities7.2Changes duringquarter
7.3+Ordinary Securities7.4Changes during quarter(a) Increases throughissues(b) Decreases throughreturns of capital,buy-backs	71,323,721	51,276,221
	4,1002,000,0002,828,565	4,1002,000,0002,828,565	201717.3	201717.3
7.5+Convertible DebtSecurities7.6Changes duringquarter(a) Conversion	1,306,014 #1,344,444 #	--	$0.35 face value$0.45 face value	$0.35 face value$0.45 face value
	(1,652,071)(555,556)	--	$0.35 face value$0.45 face value	$0.35 face value$0.45 face value
7.7Options (description)7.8Issued during quarter7.9Exercised duringquarter7.10Expired during quarter	66,486,956	66,486,956	Exercise Price20 cents	Expiry Date30 June 2010
	66,491,056	66,491,056	20 cents	30 June 2010
	4,100	4,100	20 cents	30 June 2010
7.11Debentures
7.12Unsecured Notes

# The principle terms of the Notes are as follows:

Number:	1,306,014	1,344,444
Face value:	$457,105	$605,000
Redemption date:	31/01/2010	28/02/2010
Conversion price:	The lesser of 35 cents or 85% of 5 dayweighted average market price	The lesser of 45 cents or 85% of 5day weighted average market price
Interest rate:	10.5%	12.5%

.Appendix 5B Page 4

• See chapter 19 for defined terms

Appendix 5B Mining exploration entity quarterly report

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.

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

Sign here: C S Willis Date 31 October 2008 Director

Print name: Craig Willis

= = = = =

Appendix 5B Page 5

• See chapter 19 for defined terms.