DEVELOP GLOBAL LIMITED — Interim / Quarterly Report 2013

Oct 30, 2012

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ASX Announcement
ASX Code: VXR
Released: 31 Oct 2012
For further details
Michael Mulroney
Managing Director
T: +61 8 6389 7400
M: +61 412 443 806
michael.mulroney@venturexresources.com
Board
Tony Kiernan
Chairman
Michael Mulroney
Managing Director
Allan Trench
Non-Executive Director
John Nitschke
Non-Executive Director
Ray Parry
Non-Executive Director
Liza Carpene
Company Secretary
Contact Details
Registered Office
Level 2
91 Havelock Street
West Perth WA 6005
T: +61 8 6389 7400
F: +61 8 9463 7836
admin@venturexresources.com
www.venturexresources.com
ABN: 28 122 180 205
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QUARTERLY ACTIVITIES REPORT FOR PERIOD ENDED 30 SEPTEMBER 2012

Highlights

• Pilbara Copper-Zinc Project Feasibility Study Nears Completion

• Exceptional RC Drilling Results from Sulphur Springs

• Atlas Elects to Construct Haul Road

• Agreement to Acquire Kangaroo Caves Resource

• High Grade Gold Drilling Results from Brazil

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PILBARA COPPER-ZINC PROJECT

Feasibility Study

The completion of the Pilbara Copper-Zinc Project Feasibility Study (Study) remains a key priority of the Company.

The proposed development is of a 1.0 Mtpa processing plant treating high grade copper-zinc (Cu-Zn) ore from the adjacent Sulphur Springs underground mine, supplemented by ore from two open pit mines at Whim Creek. The plant will be a conventional flotation circuit producing separate, high quality Cu and Zn concentrates for shipment to overseas markets.

Anticipated mine life is at least seven years before the inclusion of the other potential ore sources within the Company’s resource portfolio, including the high grade Salt Creek and Evelyn resources, and the newly acquired Kangaroo Caves resource. These resources would add significantly to the Project’s life but have yet to be included in the Study due to constraints of cost and schedule.

The Study is anticipated to be delivered in November 2012.

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Figure 1 - Pilbara Copper-Zinc Project – Key Locations

Mining Studies

Design and scheduling work for the Whim Creek and Mons Cupri open pits has been completed. The Sulphur Springs underground mine design and production schedule is under review and revision following the success of recent exploration drilling that indicates scope to deepen the planned mining areas, extending the production life of the Sulphur Springs mine.

The extensive paste fill test work program continues and will continue beyond the conclusion of the Study to accumulate long term data on fill strength and related parameters. Test work results have confirmed the suitability of the tailings material for use as paste fill. Final designs of the paste fill plant, the underground pumping and reticulation system and the tailings storage facility are nearing completion.

Dewatering in advance of the underground mine development will be required, placing it on the critical path of the Project execution timeline. Given its importance, additional test work to improve the accuracy of dewatering models is being conducted during October.

Metallurgy

All metallurgical test work for the Project has been finalised with stable flotation regimes being successfully determined for each of the Sulphur Springs, Mons Cupri and Whim Creek ore types.

Processing and Infrastructure

Process and plant design work for the 1.0 Mtpa processing plant at Sulphur Springs is substantially complete for the proposed crushing, comminution and flotation circuits that will produce separate cooper, zinc and lead concentrates. The lead recovery circuit will not be required until late in the operation’s life when the Mons Cupri ore will supplement the Sulphur Springs underground mine production.

The final design of the elements of the plant related to tailings is being concluded using data obtained from the paste test work. Infrastructure design is largely complete.

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The proposed treatment plant and associated infrastructure are located adjacent to the underground mine portal, in an open valley to the east of the rugged hills above the mine. The accommodation village and airstrip will be located eight kilometres north-west of the plant site within dedicated tenements permitted for the purpose.

Hydrogeological test work and modelling indicate that adequate water supplies are available for the Project, with water demand being modest as a result of the planned thickening and filtering of the tailings stream prior to placement.

Venturex and Atlas Iron Limited (Atlas) continue regular discussions on advancing opportunities to cooperate on the development of infrastructure items of common interest to the Project and Atlas’s Abydos Project, which lies approximately ten kilometres west. Atlas has advanced preparations for the construction of a road from the sealed Marble Bar Road to Abydos, on Venturex’s existing tenements. This is in accordance with the existing agreement under which Venturex would contribute its share of the capital cost of the road upon a decision to proceed with the Sulphur Springs Project. Discussions are continuing with interested parties for the transport, loading and shipping of concentrates.

Environment and Permitting

Extensive fauna, flora and ecosystem surveys have been completed at Sulphur Springs. No material issues that will affect the development of the Project have been detected.

The Stakeholder consultation process continues with a range of State Government authorities, Local Government, Traditional Owners and other interested bodies in the Pilbara Region.

The details of the Project have been favourably received by key Stakeholders given the lower impact of the Project relative to previous plans.

The use of underground mining, sophisticated paste fill and dry tailings placement processes are important features resulting in a modest footprint and greatly reduced acid mine drainage risk.

Modelling

Inputs from the Study have been compiled into a draft financial model. The inputs and the model will be audited and refined as the Study advances to its conclusion.

Discussions have commenced with a number of national and international banks regarding the provision of debt funding for the construction of the Pilbara Copper-Zinc Project.

Project Timetable

The proposed Project execution plan, subject to Board approval, financing and permitting, is based on the commencement of pre-construction project engineering and development in the first half of calendar 2013. It is anticipated that the proposed construction timetable will enable the Project to commence commissioning at the end of 2014.

Future Developments

The Study group, including RMDSTEM and GR Engineering, continue to refine the Study in several core areas including:

• optimisation of the Project’s production schedule;

• location, design and operation of the tailings storage facility; potential capital reduction options through outsourcing and the use of shared infrastructure; and

• peer reviewing key elements of the Study in order to reduce risk and identify opportunities for further optimisation.

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WHIM CREEK SITE

General care and maintenance activities continue at the Whim Creek mine site, with remedial work being undertaken to upgrade the existing site Evaporation Pond constructed by the previous operators. This work is due to be completed in November 2012.

EXPLORATION

Whim Creek Region

A total of 3,285 metres of RC drilling was completed on several new target areas within the Salt Creek trend, located approximately 17 kilometres north-west of Whim Creek. Samples have been dispatched to the laboratory and results were still pending at the end of the quarter.

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Figure 2 - Whim Creek Region Exploration Targets

East Balla

At East Balla, six RC drill holes (1,260 metres) tested several geochemical anomalies generated by previous RAB drilling. All drill holes intersected a broad zone of footwall-style alteration (chlorite, silica, sericite and locally fuchsite) with 1-4 metre zones of disseminated, and occasionally semi-massive[1] , sulphide mineralisation. Logging and preliminary Niton (XRF) readings of the mineralised intervals indicates that the sulphide mineralisation is predominately pyrite (iron sulphide) with traces of copper and zinc sulphide.

Dough Boy

The Dough Boy prospect is located at the southern end of the Salt Creek trend. An initial drilling program of seven RC drill holes (1,554 metres) was drilled on line spacing of 250 metres to test several co-incident airborne geophysical and geochemical anomalies in this area. Several holes (DBR001, DBR005, DBR006) intersected large (+20 metres) zones of strong

1 “Semi-massive" refers to up to 40% pyrite.

4

footwall-style alteration (sericite-chlorite-quartz) but no significant sulphide mineralisation was intersected.

Salt Creek

Two RC drill holes (471 metres) were completed 200 - 400 metres along strike to the south-west of the Salt Creek prospect targeting conceptual shallow extensions to the existing high grade Salt Creek resource. Both drill holes intersected only minor disseminated sulphide mineralisation in altered volcanoclastic sediments.

Liberty-Indee Joint Venture (VXR 70%)

Evelyn Deposit

A short diamond drilling program has been completed within the Liberty-Indee Joint Venture area targeting extensions to the Evelyn deposit. Two diamond drill holes (964.7 metres) were completed targeting a series of down-hole EM anomalies positioned down plunge from the existing Evelyn Cu-Zn resource.

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Figure 3 - Long Section Evelyn Deposit

The drilling revealed that the target contact horizon has been extensively folded down plunge in a zone of increasing structural complexity. Both diamond drill holes intersected small (0.5 metres) zones of semi massive to massive sulphide mineralisation consisting of predominately pyrrhotite (iron sulphide) with minor zinc and copper sulphides. The mineralised intervals have been dispatched for assay.

The drilling has not fully explained the down hole geophysical anomalies and further drilling in the Liberty-Indee Joint Venture area will be planned following further structural analysis and modelling of the area.

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Sulphur Springs Region

A successful six hole (1,498 metres) RC drill program was completed at Sulphur Springs. The drilling confirms high grade extensions to the Western Lens copper-zinc mineralisation at depth.

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Figure 4 - Sulphur Springs Project Location

The assay results for the six RC drill holes are summarised as follows:

				Est True
Hole	From	To	Width	Width	Cu	Zn	Pb	Ag	Au
ID	(m)	(m)	(m)	(m)	%	%	%	g/t	g/t	Domain
SSR001	215	240	25.0	23.6	0.92	2.72	0.13	14.2	0.04	Main Zone
incl.	215	223	8.0	7.7	0.46	7.03	0.37	35.9	0.09	Zinc Domain
and	232	240	8.0	7.7	1.69	0.51	0.02	4.5	0.02	Copper Domain
SSR002	174	185	11.0	9.6	0.43	19.44	0.27	34.3	0.38	Hanging Wall
	232	255	23.0	20.0	1.68	0.22	0.02	2.6	0.01	Main Zone
incl.	232	239	7.0	5.4	3.68	0.15	0.04	6.9	0.01	Copper Domain
and	244	255	11.0	9.4	1.15	0.30	0.02	1.0	0.01	Stringer Domain
SSR003	215	226	11.0	8.6	0.10	4.79	0.30	10.1	0.06	Zinc Domain
	234	241	7.0	4.9	4.63	0.05	0.02	1.7	0.01	Copper Domain
SSR004	187	196	9.0	8.3	0.76	0.02	0.01	5.1	0.05	Hanging Wall Zone
	242	244	2.0	1.8	1.56	0.02	0.01	0.5	0.01	Main Zone
SSR005	229	236	7.0	5.5	0.10	2.18	0.09	10.1	0.10	Main Zone
SSR006	217	223	6.0	4.7	0.06	2.00	0.14	5.33	0.07	Main Zone

Table 1 - Sulphur Springs RC Drill Hole Intersections

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Figure 5 - Long Section Sulphur Springs Deposit with Drill Hole Intersection Points

The broad, high grade intersections in drill holes SSR001, 2 and 3 have extended the extent of the Main Zone mineralisation beyond the boundaries of current resource model along a preferred plunge direction (attached Figures 6 and 7).

The exceptional hanging wall intersection (11 metres @ 19.44% Zn) recorded in SSR002 (attached Figure 7) has provided a considerable extension to the extent of the high grade hanging wall mineralisation. The thick hanging wall zone intersected in SSR004, whilst low grade, was unexpected and provides further potential for extensions along strike to the west and up dip. This hanging wall zone is currently not included in the proposed mine plan or the Project’s stated ore reserves.

Work has commenced on revising the Sulphur Springs resource model and the underground mine plan to incorporate the new results as quickly as possible.

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Figure 6 - Sulphur Springs Section 728860mE

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Figure 7 - Sulphur Springs Section 728830mE

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Gold Exploration - Brazil

Venturex is exploring for large gold deposits in Brazil through its wholly owned subsidiary, CMG Mineração Ltda (CMGM).

Exploration during the quarter centred on continued regional mapping and soil sampling of the Company’s projects in Pará and the completion of an initial diamond drilling program at Novo Canaã.

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Figure 8 - Gold Projects Controlled by CMG Mineração Ltda in Mato Grosso and Pará, Brazil

Nova Canaã

An initial diamond drilling program was completed during the quarter. In total six holes were drilled for a total of 751.65 metres, including 677.72 metres of HQ core and 73.93 metres of NQ core. Collar location and hole details are listed in Table 4 (appended).

The diamond drilling program at the Dona Maria Prospect, located in the north-west corner of the tenement, tested an area where previous trenching by CMGM located a mineralised shear zone which assayed up to 6 metres @ 9.9 g/t gold (Figure 11). The area is part of a consistent three kilometre geochemical gold anomaly coincident with interpreted regional structure and several quartz vein outcrops (Figure 10).

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Figure 9 - Nova Canaã Project

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Figure 10 - Nova Canaã – Dona Maria Auger Drill Hole and Trench Assay Results

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Figure 11 - Location of Completed Diamond Drill Holes

The diamond drilling program intersected highly variable zones of alteration and mineralisation within a sheared granitic host rock which has been intruded by a series of mafic (andesitic) dykes.

Assay results returned from core sampling include an exceptional intersection of:

• 12NCD004 - 8 metres @ 15.3g/t gold from 30 metres

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Significant assay results included:

	From (m)	To (m)	Width (m)	Gold (g/t)
Hole ID
12NCD001	61	62	1.0	0.23
	150	151	1.0	0.22
12NCD002	34	38	4.0	0.12
	70	72	2.0	0.21
	105	108	3.0	0.19
	110	111	1.0	0.16
	118	120	2.0	0.15
	127	128	1.0	0.21
12NCD003	49	53	4.0	0.14
	147	149	2.0	0.12
12NCD004 Incl.	30	38	8.0	15.33
	30	33	3.0	36.53
12NCD005	91	93	2.0	0.12
12NCD006	No significant assay

Table 2 - Nova Canaã Diamond Drilling Assay Results

The high grade intersection in drill hole 12NCD004 reflects a zone of intense quartz veining with strong silica and sericite alteration within the granite from 30 metres depth. Within the zone of intense veining, some individual quartz veins contain fine, disseminated visible gold , galena and pyrite mineralisation. Initial interpretation suggest that the high grade zones in hole 12NCD004 and trench 12NCTR003 (6 metres @ 9.9 g/t gold) are part of a west-dipping tensional splay related to the main shear zone.

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Figure 12 - Nova Canaã 12NCD004 Core Figure 13 - 12NCD004 Core with Fine Visible Gold

Following interpretation of these results, additional drilling will be planned to further test this zone of mineralisation and other areas within the three kilometre geochemical anomaly defined by auger sampling.

Grande Canaã

A regional auger soil sampling has commenced with 153 soil samples collected and submitted for assay. Assay results are awaited.

Regional mapping has confirmed a package of volcanics and volcaniclastics is dominant in areas previously thought to be underlain by granitic intrusives. An extensive zone of disseminated pyrite mineralisation has been traced and mapped over strike length of 2.4 kilometres. The pyrite occurs as both fine disseminations and as small stringers associated with increased silica alteration and deformation in a variety of rock types.

The program is expected to be completed in the December quarter prior to the onset of the “wet” season.

General

The Company is awaiting further information on the proposed regulatory changes in Brazil in relation to the Mineral Code and environmental permitting processes.

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CORPORATE

Commercial

On 24 October 2012, Atlas Iron Limited (Atlas) elected to commence construction of the haul road linking the new Abydos mining operation to the existing sealed Marble Bar Road via Venturex’s access road route to the proposed Sulphur Springs Hub site as per the agreement between Atlas and Venturex dated 26 April 2012 (refer ASX Announcement 27 April 2012).

On 13 July 2012, the Company entered into a conditional agreement to acquire the Panorama Exploration Joint Venture assets from the existing joint venture partners, CBH Panorama Pty Ltd (CBH)(60%) and Sipa Resources Limited (Sipa)(40%). Settlement is still pending.

Securities Information

The Company’s current capital on issue stands at:

• 1,375,362,048 ordinary fully paid shares; and

• 48,500,000 unlisted options

Financial Information

The Company’s net cash position at the date of this report is ~$6.3 million (excluding performance bonds) and it has no debt.

MICHAEL MULRONEY Managing Director

For further information, please contact:

Michael Mulroney / Liza Carpene – Venturex Resources Limited on (08) 6389 7400 Tony Dawe – Professional Public Relations on 0405 989 743 / (08) 9388 0944

About Venturex Resources Limited

Venturex Resources Limited (ASX: VXR) is an exploration and development company with a portfolio of VMS projects in the Western Pilbara. Venturex owns or controls the Whim Creek Copper Mine and all associated mining leases and exploration tenements including copper, zinc, lead, silver and gold resources at Whim Creek, Mons Cupri, Salt Creek, Liberty ‐ Indee and Sulphur Springs. Other assets include the Whim Creek Hotel, an accommodation village, crushing circuit and various mining infrastructure. The Company is committed to a strategy of consolidating VMS projects in the Western Pilbara and developing a centralised processing hub at Sulphur Springs. Venturex is also exploring for gold in Brazil through its wholly owned subsidiary CMG Mineração Ltda.

Competency Statements

The information in this report that relates to Exploration Results, Mineral Resources and Ore Reserves is based on information compiled or reviewed by Mr Michael Mulroney and Mr Steven Wood who are Members of the Australasian Institute of Mining and Metallurgy. Mr Mulroney and Mr Wood are full time employees of Venturex Resources Limited and have sufficient experience relevant to the style of mineralisation, type of deposit under consideration and to the activity being undertaking to qualify as Competent Persons as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Mulroney and Mr Wood consent to the inclusion in the report of the matters based on their information in the form and context in which it appears.

The information in this report that relates to Ore Reserves is based on information compiled or reviewed by Mr David Clark who is a Member of the Australasian Institute of Mining and Metallurgy. Mr Clark is a full time employee of RMDSTEM Limited and has sufficient experience relevant to the style of mineralisation, type of deposit under consideration and to the activity being undertaken 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 Clark consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

The information in this report that relates to Brazil Exploration Results is based on information compiled by Mr Karl Weber who is a Member of the Australasian Institute of Mining and Metallurgy. Mr Weber is a fulltime employee of CMG Mineração Ltda, a wholl y owned subsidiary of Venturex Resources Limited, and has sufficient experience relevant to the style of mineralisation, 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 Weber consents to the inclusion in the report of the matters based on their information in the form and context in which it appears.

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					Depth (m)
Prospect	Hole ID	Easting	Northing	RL		Dip	Azimuth
Balla Balla East	BBR001	581475	7706875	13	172	-600	1800
	BBR002	581075	7706850	13	76	-600	1800
	BBR003	580700	7706730	13	172	-600	1800
	BBR004	580710	7706780	13	262	-600	1800
	BBR005	580650	7706740	13	214	-600	1800
	BBR006	581075	7706855	13	172	-600	1800
	BBR007	580760	7706800	13	268	-600	1800
Dough Boy	DBR001	570130	7703890	11	186	-600	3600
	DBR002	570130	7703965	11	172	-600	3600
	DBR003	570120	7704250	11	226	-600	3600
	DBR004	570360	7703840	11	226	-600	3600
	DBR005	569880	7703860	11	226	-600	3600
	DBR006	571060	7704150	11	292	-600	3600
	DBR007	571060	7704450	11	226	-600	3600
Salt Creek	SCR014	573335	7704518	11	244	-600	3300
	SCR015	573190	7704485	11	227	-600	3300
Evelyn	JED009	587938	7667345	82	499	-600	1300
	JED010	587963	7667316	82	466	-600	1200
Sulphur Springs	SSR001	728888	7659931	249	292	-550	193.50
	SSR002	728857	7259915	246	274	-640	1980
	SSR003	728773	7659879	252	280	-830	117.50
	SSR004	728856	7659916	246	274	-550	2050
	SSR005	728772	7659879	252	292	-770	2570
	SSR006	728773	7659880	252	298	-730	2380

Table 3 – Whim Creek Drill Hole Details

Hole ID	Easting	Northing	RL	Depth	Dip	Azimuth
12NCD001	637580	8824005	300	151.77	-600	2350
12NCD002	637596	8824020	296	129.87	-620	550
12NCD003	637548	8823912	296	167.29	-600	2350
12NCD004	637622	8823957	298	101.89	-600	550
12NCD005	637662	8823915	300	105.50	-600	2350
12NCD006	637637	8823893	299	95.33	-600	2350

Table 4 – Nova Canaã Drill Hole Details

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Appendix 5B Mining Exploration Entity Quarterly Report

Rule 5.3

Appendix 5B – 1st Quarter 2013

Mining Exploration Entity Quarterly Report

Introduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98, 30/9/2001, 01/06/10, 17/12/10.

Name of Entity:

Name of Entity:
Venturex Resources Limited (ASX Code: VXR)
ABN: 28 122 180 205	Quarter Ended ('Current Quarter')
28 122 180 205	30 September 2012

Consolidated Statement of Cash Flows

			Year to Date (3 months) $A’000
		Current Quarter $A’000
1.1 1.2 1.3 1.4 1.5 1.6 1.7	Cash Flows Related to Operating Activities Receipts from product sales and related debtors Payments for: (a) exploration and evaluation(1) (b) development (c) production (d) administration Dividends received Interest and other items of a similar nature received Interest and other costs of finance paid Taxes received (paid) Other(increase in bankguarantees)	- (2,376) - - (966) - 92 - 233 (72)	- (2,376) - - (966) - 92 - 233 (72)
	Net Operating Cash Flows	(3,089)	(3,089)
1.8 1.9 1.10 1.11 1.12	Cash Flows Related to Investing Activities Payment for purchases of: (a) prospects (b) equity investments (c) other fixed assets Proceeds from sale of: (a) prospects (b) equity investments (c) other fixed assets Loans to other entities Loans repaid by other entities Other	- - (41) - - 1 - - -	- - (41) - - 1 - - -
	Net Investing Cash Flows	(40)	(40)
1.13	Total Operating and Investing Cash Flows (carriedforward)	(3,129)	(3,129)

Venturex Resources Limited has five controlled entities incorporated in Australia, (Venturex Pilbara Pty Ltd, Venturex Sulphur Springs Pty Ltd, Jutt Resources Pty Ltd, Juranium Pty Ltd and CMG Gold Ltd) and one controlled entity incorporated in Brazil, CMG Mineração Ltda. The Consolidated Statement of Cash Flows covers Venturex Resources Limited and its controlled entities.

• See chapter 19 for defined terms.

17/12/2010 Appendix 5B Page 1 of 5

Appendix 5B Mining Exploration Entity Quarterly Report

		Current Quarter $A’000	Year to Date (3 months) $A’000
1.13 Total Operating and Investing Cash Flows (brought forward)		(3,129)	(3,129)
1.14 1.15 1.16 1.17 1.18 1.19	Cash Flows Related to Financing Activities Proceeds from issues of shares, options, etc. Proceeds from sale of forfeited shares Proceeds from borrowings Repayment of borrowings Dividends paid Other – Capital raisingcosts	4,187 - - - - (310)	4,187 - - - - (310)
	Net Financing Cash Flows	3,877	3,877
1.20 1.21	Net Increase / (Decrease) in Cash Held Cash at beginning of quarter/year to date Exchange rate adjustments to item 1.20	748 6,532 -	748 6,532 -
1.22	Cash at End of Quarter(2)	7,280	7,280

~~(1)~~ Actual exploration and evaluation includes $937k for the Feasibility Study (YTD $937k).

(2)At 30 September 2012 Venturex Resources Ltd had $1.7m utilised to cash back environmental bonds and rental guarantees that does not appear in the cashflow

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 1.25	Aggregate amount of payments to the parties included in item 1.2 Aggregate amount of loans to the parties included in item 1.10 Explanation necessary for an understanding of the transactions	Current Quarter $A'000
		114
		-
	Item 1.23 includes aggregate salaries, directors’ fees, corporate advisory & consulting fees at normal commercial rates

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

.2	Details of outlays made by other entities to establish or increase their share in projects in which the reportingentityhas an interest
	-

• See chapter 19 for defined terms.

17/12/2010 Appendix 5B Page 2 of 5

Appendix 5B Mining Exploration Entity Quarterly Report

Financing Facilities Available

Add notes as necessary for an understanding of the position.

	Amount Available $A’000	Amount Used $A’000
3.1 Loan facilities	-	-
3.2 Credit standby arrangements	-	-

Estimated Cash Outflows for Next Quarter

		$A’000
4.1 Exploration and evaluation 4.2 Development 4.3 Production 4.4 Administration		2,230(3)
		-
		-
		1,950(4)
	Total:	4,180

(3) Estimated exploration and evaluation includes $1,810k for the Feasibility Study.

(4) Estimated administration includes $750k for rehabilitation expenditure.

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)	280	532
		7,000	6,000
		-	-
		-	-
	Total: Cash at End of Quarter(item 1.22)	7,280(5)	6,532(5)

(5)At 30 September 2012 Venturex Resources Ltd had $1.7m utilised to cash back environmental bonds and rental guarantees that does not appear in the cashflow

Changes in Interests in Mining Tenements

6.1 6.2		Tenement Reference	Nature of Interest (note 2)	Interest at Beginning ofQuarter	Interest at End of Quarter
	Interests in mining tenements relinquished, reduced or lapsed
	Interests in mining tenements acquired or increased

• See chapter 19 for defined terms.

17/12/2010 Appendix 5B Page 3 of 5

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.

	Total Number	Number Quoted		Issue Price Per Security (cents) (see note 3)	Amount Paid Up Per Security (cents) (see note 3)	Amount Paid Up Per Security (cents) (see note 3)
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	1,375,362,048	1,375,362,048
7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs	125,032,913	125,032,913
7.5 +Convertible debt securities (Description)
7.6 Changes during quarter (a) Increases through issues (b) Decreases through securities matured, converted
7.7 Options (Description and Conversion Factor) VXRAI VXRAD VXRAQ VXRAS VXRAK	12,000,000 8,000,000 7,500,000 11,000,000 10,000,000	- - - - - -		Exercise Price 15 cents 15 cents 15 cents 15 cents 12 cents	Expiry Date 6 Dec 2012 28 Nov 2013 9 Oct 2014 5 Dec 2014 22 July 2015
7.8 Issued during quarter VXRAK	10,000,000	-		Exercise Price 12 cents	Expiry Date 22 July 2015
7.9 Exercised during quarter
7.10 Expired during quarter				Exercise Price		Expiry Date
7.11 Debentures (totals only)
7.12 Unsecured notes (totals only)

• See chapter 19 for defined terms.

17/12/2010 Appendix 5B Page 4 of 5

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 (see note 5).

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

Sign Here: ____ Company Secretary

Date: 31 October 2012

Print Name: Liza Carpene

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 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.

== == == == ==

• See chapter 19 for defined terms.

17/12/2010 Appendix 5B Page 5 of 5