CYCLIQ GROUP LTD — Interim / Quarterly Report 2008

Apr 29, 2008

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----- Start of picture text ----- ABN 63 123 821 929----- End of picture text -----

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----- Start of picture text ----- Quarterly Activities ReportQuarter Ended 31st March 2008----- End of picture text -----

Armstrong Farm Lease (25% working interest)

During the quarter, Modena entered into a Participation Agreement with BNP Petroleum Corporation (“BNP”) of Houston, Texas, to acquire an undivided 25% leasehold and working interest in and to a defined oil and gas lease, covering certain lands and lease located in Kenedy County, Texas, USA (“the Lease”).

Pursuant to the Participation Agreement Modena agreed to participation in the drilling of a test well within the Lease area, Tobin Armstrong #2 well.

The Lease covers an area of approximately 1,477 acres on the southwest flank of the Candelaria field structure. The targets are a thick section of numerous Frio sands that are deposited in wedges on the downthrown block of a large growth fault west of the field. The Candelaria Field itself is a faulted four way structure that has produced over 100 BCFe since discovery by Humble in 1953.

Frio sands in this area are the result of complex delta and bar deposition, complicated by the presence of an active system of growth faults during deposition. Sands are difficult to correlate from well to well and apparently do not connect over long distances. In the prospect area they trap by wedge out updip onto the Candelaria structure and may also trap where they are truncated by later shale filled channels cut into them.

Statistically the area is very attractive. Out of 147 wells completed in four fields nearby (Candelaria, Rita, Don Tomas and Barreta), 107 wells had two or more pays, with one well at Rita having 13.

The Lease block has the potential for a number of prospective targets.

Drilling of the Tobin Armstrong #2 well to its target depth of 10,500’ was completed in midFebruary 2008. The Tobin Armstrong #2 well was logged and based on initial analysis by the operator, BNP, logs show in excess of 100 feet of productive sands. BNP has proceeded to casing and completion of a program to test and bring this well on production.

The principle terms of the Participation Agreement are:

• (i) the payment of the sum of US$351,000 as acquisition cost for the interest in the Lease;

• (ii) payment of an undivided 50% of all of the well costs attributable or allocable to the leasehold and working interest in the Tobin Armstrong #2 well, including those well costs incurred prior to completion under the Participation Agreement; and

• (iii) other than with regard to the Tobin Armstrong #2 well, any other operations on the Lease and any other wells drilled on the Lease, Modena is not obligated to bear more than its 25% proportionate ownership (working interest) share of the costs relating thereto.

Suite B 150 Hay Street Subiaco Western Australia 6008 Phone 08 9388 8439 Fax 08 9388 8450

Manzano Prospect (12.5% working interest)

During the quarter, the company entered into a Participation Agreement with BNP Petroleum Corporation, to acquire an undivided 12.5% leasehold and working interest in and to a defined oil and gas lease, covering certain lands and leases located in Kleberg County, Texas, USA (“the Lease”) known as the “Manzano Prospect”.

Pursuant to the Participation Agreement Modena agreed to participation in an initial test well (ST 991#1) to logging point. Drilling of the ST 991#1 well commenced on the 2[nd] February 2008 with a planned intermediary total depth of 10,500 feet (vertical depth).

Drilling of the well at a total depth of 11,117 feet (vertical depth) was completed in mid-March 2008. A 7 5/8 inch production liner was set for the deeper zone (of a net 6 ft) to be perforated and flow tested.

Subsequent to the end of the quarter, the well successfully flowed gas and was brought into immediate production.

The well was tied directly into the sales grid, producing at a rate of 3.1 million cubic feet per day of gas as well as some condensate from a perforated 6 ft interval. Water production of around 190 bbls per day is believed to be from a deeper zone and due to a fault in the casing cement. The well will be cement squeezed and re-perforated to cure the water production on completion of the Dunn McCambell 11A well, detailed below.

Following the success of the initial test well (ST 991#1), the operator (BNP) proposed the drilling of a follow-up development well to be spudded immediately in order to reduce mobilisation and demobilisation costs significantly. The second Manzano well (Dunn McCambell 11A) was spudded on 5 April 2008. The well has reached a depth of 10,755 ft MD (9,503 ft TVD). Electric logs were run and results within the primary objective indicate net pay of 10ft – 12ft within the Marg Tex reservoir. Well completion is currently underway and a testing program is being developed. Initial production data will be released when available.

Seismic interpretation and correlation with other wells in the area suggest that this reservoir may be part of a single large accumulation covering an area of more than 1,000 acres.

The principle terms of the Participation Agreement are:

• (i) the payment of the sum of US$100,000 in respect to lease, geologic and seismic costs;

• (ii) payment of an undivided 16.63% of all costs associated with the initial well (ST 991#1) to logging point, including those well costs incurred prior to completion under the Participation Agreement; and

• (iii) after logging point in the initial well and for all future operations conducted on the Manzano Prospect with respect to same, and as to all operations conducted with respect to wells other than the initial well, Modena shall bear 12.5% of such costs.

Jackson Shallow Gas Prospects (52.5% working interest)

During the quarter, Modena entered into agreement with Seisgen Exploration Inc (Seisgen) to carry out drilling on three of their shallow gas prospects located in the Jackson County of Texas.

The three prospects are named the “Sandy Prospect”, “Slazenger Prospect” and “Wagner Prospect”.

Modena has entered into a Participation Agreement to acquire an undivided sixty percent (60%) of 87.5% of Seisgen’s leasehold estate and working interest in and to the lands and leases covering the above mentioned shallow gas prospects located in Jackson County, Texas, with Seisgen retaining a 7.5% carried working interest.

Simultaneous with Modena entering into the agreement, Seisgen is selling to Mr Paul Black of BNP Petroleum an undivided forty percent (40%) of 87.5% over the same shallow gas prospects, with Seisgen retaining a 5.0% carried working interest.

BNP Petroleum Corporation will be the Operator for the drilling campaign and has informed Modena that they anticipate drilling to commence during April 2008. Weather permitting.

Modena paid 60% of US$327,839 to Seisgen which constitutes Seisgen’s proportion of the cost of seismic, geophysical, acreage, lease, legal and administrative overhead costs associated with the properties which were incurred prior to the date of the agreement.

Modena will also pay 60% of all cost associated with the drilling (as defined) of all three test wells. Thereafter, Modena is responsible for 52.5% of all costs.

The contract depths are for shallow wells between 3300 feet and 4400 feet. For the Sandy Prospect 3300 feet to test the Miocene Catahoula formation. The Slazenger prospect will test the Frio Miocene formation seismic amplitude anomaly and the Wagner prospect will target 4400 feet to test the Frio formation seismic amplitude anomaly.

Bullseye Prospect (15% working interest)

Modena is party to farm-in arrangement over an oil and natural gas exploration venture in the Iberia Parish, South Louisiana, USA named the Bullseye prospect. The Bullseye prospect leases cover 1,700 net acres.

Subsequent to quarter end, the company announced that:

• The Jumonville # 1 well commenced drilling on 28 April 2008 with a planned total depth of 14,200 ft and is expected to take approximately 60 days to reach total depth.

• The total combined reserves in the three objective reservoirs are estimated at 12.5 million barrels of oil and 33 billion cubic feet of gas.

• The targeted reservoirs have high expected production levels given analogous producing well rates in the region, hence any discovery would yield almost immediate strong cash flow due to nearby established infrastructure.

The Jumonville # 1 well targets three objectives (Camerina, Miogyp and Cib Haz), with independent traps, defined by new, proprietary 3D seismic data. Total reserves for these objectives were initially estimated (P50) to be 12.5 million barrels of oil and 33 BCF of gas.

The areal extent of the Miogyp and Cib Haz reservoir sands are clearly delineated by the seismic at thicknesses in excess of 20 feet. The initial location offsets a previously drilled well which demonstrated 50 feet of Miogyp sands on the logs but was not completed due to mechanical difficulties in reaching a deeper objective.

Both the Miogyp and Cib Haz sands are high-quality reservoirs with porosity ranging from 24-30% and permeability of 300-1000mD. This results in initial well rates observed in

surrounding fields in the range of 500-1000 barrels per day of oil and 4-10 million cubic feet of gas per day. These high rate wells provide an excellent economic return. A successful discovery will also benefit from high near-term US oil and gas prices.

The operator Golden Gate Petroleum has contracted a rig from Helmrich & Payne, a premier drilling contractor to drill the Jumonville # 1 well. Additional consulting expertise with a track record for successfully drilling similar wells has been contracted to enhance the company’s prudent operating philosophy.

The JV has put in place a permanent drilling pad suitable for multiple development wells with excellent access. This will allow for accelerated development drilling and early cash flow in the event of success.

Wilson Prospect (10% working interest)

The Wilson Prospect located in Padre Island, Texas, USA, on the Gulf of Mexico coastline lies within a proven hydrocarbon producing area.

The first well to be drilled on the Wilson Prospect, Kindee ST949#1 was spudded on 7 February 2007 and production commenced on 10 September 2007.

Total production for the March quarter was 133.158 million cubic feet of gas and 260 barrels of oil.

South Lost Hills Properties (10% working interest)

Modena holds a 10% working interest in two lease blocks each with an area of approximately 640 acres in Kern Country, California, USA. This acreage is situated just south and adjacent to the southern limit of a major oil and gas producing area known as the South Lost Hills field.

No work was carried out on these properties during the quarter, pending a technical evaluation of the Citrus # 7 well drilled on the Block A Acreage.

Corporate

During the quarter, Modena entered into agreements for the issue of unsecured convertible notes (“Notes”) with a total face value of A$2,700,000.

The principle terms of the Notes are as follows:

Face value:	$1,200,000	$1,500,000
Redemption date:	31/01/2010	28/02/2010
Conversion price:	The lesser of 35 cents or 85% of5 day weighted average marketprice	The lesser of 45 cents or 85%of 5 day weighted averagemarket price
Interest rate:	10.5%	12.5%

Craig Willis Director

Modena Resources Limited