CYCLIQ GROUP LTD — Interim / Quarterly Report 2008

Feb 1, 2009

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”) 31 December 2008

Consolidated Statement of Cash Flows

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

----- Start of picture text -----

Current Quarter Year to Date
Cash Flows Related to Operating Activities (6 months)
$A’000 $A’000
1.1 Receipts from product sales and related debtors 370 462
1.2 Payments for (a) exploration and evaluation (3,063) (4,648)
(b) development - -
(c) production (101) (101)
(d) administration (291) (421)
1.3 Dividends received - -
1.4 Interest and other items of a similar nature received 3 6
1.5 Interest and other costs of finance paid (43) (154)
1.6 Income taxes paid - -
1.7 Other (provide details if material) - GST (4) (2)
Net Operating Cash Flows (3,129) (4,858)
Cash Flows Related to Investing Activities
1.8 Payment for purchases of: (a)prospects - -
(b)equity investments - (33)
(c) other fixed assets - -
1.9 Proceeds from sale of: (a)prospects - -
(b)equity investments 26 76
(c)other fixed assets - -
1.10 Loans to other entities - -
1.11 Loans repaid by other entities - -
1.12 Other - -
Net Investing Cash Flows 26 43
1.13 Total operating and investing cash flows (carried forward) (3,103) (4,815)
----- 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)	(3,103)	(4,815)
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 (provide details if material) – share issue costs Net Financing Cash Flows	- - 3,720 - - -	1,714 - 3,720 - - (24)
	3,720	5,410
Net Increase (Decrease) in Cash Held 1.20 Cash at beginning of quarter/year to date 1.21 Exchange rate adjustments to 19 1.22 Cash at End ofQuarter	617 199 -	595 221 -
	816	816

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’000 136 -

• 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 fisrt 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.

Financing Facilities Available Add notes as necessary for an understanding of the position.
3.1 Loan facilities 3.2 Creditstandby arrangements	Amount Available $A	Amount Used $A
	NIL
	NIL

Estimated Cash Outflows for Next Quarter

Estimated Cash Outflows for Next Quarter
4.1 Exploration and evaluation 4.2 Development	$A’000
	200
	-
Total	200

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 itemsin the accountsis asfollows.	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)	816	199
	-	-
	-	-
	-	-
Total: Cash at End of Quarter(item 1.22)	816	199

Changes in Interests in Mining Tenements

Tenement Reference	Nature of Interest	Interest at beginning of quarter	Interest at end of quarter
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	Number Quoted	Issue price per security (see note 3) (cents)	Issue price per security (see note 3) (cents)	Amount paid up per security (see note 3) (cents)
	7.1 Preference +securities 7.2 Changes during quarter
	7.3 ~~+~~Ordinary Securities 7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy-backs		75,207,054		75,159,554
			3,883,333		3,883,333	27		27
	7.5 ~~+~~Convertible Debt Securities 7.6 Changes during quarter (a) Issues		1,306,014 # 1,344,444 # 3,485,714 #		- - -	$0.35 face value $0.45 face value $0.35 face value		$0.35 face value $0.45 face value $0.35 face value
			3,485,714		-	$0.35 face value		$0.35 face value
	7.7 Options (description) 7.8 Issued during quarter 7.9 Exercised during quarter 7.10 Expired during quarter		68,428,622		68,428,622	Exercise Price 20 cents		Expiry Date 30 June 2010
			1,941,666		1,941,666	20 cents		30 June 2010
	7.11 Debentures
	7.12 Unsecured Notes
	# Theprinciple terms of the Notes are as follows:
	Number:	1,306,014			1,344,444		3,485,714
	Face value:	$457,105			$605,000		$1,220,000
	Redemption date:	31/01/2010			28/02/2010		30/09/2010
	Conversion price:	The lesser of 35 cents or 85% of 5 day weighted average market price			The lesser of 45 cents or 85% of 5 day weighted average market price		The lesser of 35 cents or 85% of 5 day weighted average market price
	Interest rate:	10.5%			12.0%		10.0%

.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 30 January 2009 Director

Print name: Craig Willis

= = = = =

Appendix 5B Page 5

• See chapter 19 for defined terms.