EVOLUTION MINING LIMITED — Interim / Quarterly Report 2003

Jul 28, 2003

Appendix 5B

$Rule 5.3$

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

WESTONIA MINES LIMITED

ABN

74 084 669 036

Quarter ended ("current quarter")

Year to date

SA'000

30 JUNE 2003

Current quarter

$\sqrt{\$A'000}$

Consolidated statement of cash flows

Cash flows related to operating activities

1.1	Receipts from product sales and related debtors
1.2	Payments for (a) exploration and evaluation	(631)	(1,601)
	(b) development
	(c) production
	(d) administration	(227)	(689)
1.3	Dividends received
1.4	Interest and other items of a similar nature
	received	38	163
1.5	Interest and other costs of finance paid
1.6	Income taxes paid
1.7	Other (provide details if material)
	Net Operating Cash Flows	(820)	(2,127)
1.8	Cash flows related to investing activities Payment for purchases of:
	(a) prospects	(376)	(424)
	(b) equity investments
	(c) other fixed assets	(68)	(131)
1.9	Proceeds from sale of:
	(a) prospects
	(b) equity investments
1.10	(c) other fixed assets Loans to other entities
1.11	Loans repaid by other entities
1.12	Other (provide details if material)	(10)	(20)
1.13	Net investing cash flows Total operating and investing cash flows	(454)	(575)

⁺ See chapter 19 for defined terms.

1.13	Total operating and investing cash flows (brought forward)	(1,274)	(2,702)
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 - Costs associated with share issue	4.464 (223)	9,465 (481)
	Net financing cash flows	4,241	8,984
	Net increase (decrease) in cash held	2,967	6,282
1.20 1.21	Cash at beginning of quarter/year to date Exchange rate adjustments to item 1.20	3.682	367
1.22	Cash at end of quarter	6,649	6,649

Payments to directors of the entity and associates of the directors Payments to related entities of the entity and associates of the related entities

		Current quarter \$A'000
1.23	Aggregate amount of payments to the parties included in item 1.2	60
1.24	Aggregate amount of loans to the parties included in item 1.10	$\overline{\phantom{a}}$

1.25 Explanation necessary for an understanding of the transactions

Payments to director controlled entities for the provision of consultancy services and directors fees on commercial terms.

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 the Company issued 100,000 shares as consideration for the acquisition of an exploration tenement.

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

None.

⁺ See chapter 19 for defined terms.

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	400
-4.2	Development	$\overline{\phantom{a}}$
	Total	400

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	662	1,672
5.2	Deposits at call	10	2,010
5.3	Bank overdraft
5.4	Other (provide details) Commercial Bills	5,977
	Total: cash at end of quarter (item 1.22)	6,649	3,682

Changes in interests in mining tenements

		Tenement reference	Nature of interest (note (2))	Interest at beginning of quarter	Interest at end of quarter
6.1	Interests in mining tenements relinquished, reduced or lapsed	None.
6.2 or increased	Interests in mining tenements acquired	E77/516	Purchased	Nil	100%
		E77/990	Purchased	Nil	100%
		P77/3300	Purchased	Nil	100%
		P77/3350	Purchased	Nil	100%
		P77/3351	Purchased	Nil	100%
		E(A)77/1069	Purchased	Nil	100%

$\overline{\text{+ See chapter 19}}$ for defined terms.

6.2	Interests in mining tenements acquired	Tenement	Nature of	Interest at	Interest at
	or increased (Continued)	Reference	Interest	beginning	end of
			(note (2))	of quarter	quarter
		E77/965	Purchased - Portion acquired under a first right of refusal	Nil	100% (portion acquired) Nil (portion subject to first right of refusal)
		E77/988	Interest relates to a first right of refusal	Nil	Nil
		E77/991	Interest relates to a first right of refusal	Nil	Nil
		E77/572	Farm in	Nil	Earning 65%
		E(A)77/105	Farm in	Nil	Earning 65%
		E(A)77/1132	Farm in	Nil	Earning 65%

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) (cents)	Amount paid up per security (see note 3) (cents)
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	95,853,785	95,853,785
7.4	Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy-backs	12,400,000 100,000	12,400,000 100,000	36 cents 35 cents	36 cents 35 cents
7.5	*Convertible debt securities

⁺ See chapter 19 for defined terms.

7.6	Changes during quarter (a) Increases through issues (b) Decreases through securities matured, converted
7.7	Options			Exercise price	Expiry date
	(description and	800,000		\$0.30	31/6/05
	conversion factor)	700,000		\$0.40	31/5/06
		500,000		\$0.30	30/9/04
		27,775,568	27,775,568	\$0.20	20/8/06
7.8	Issued during
	quarter			\$0.20	20/8/06
7.9	Exercised during
	quarter
7.10	Expired during
	quarter
7.11	Debentures
	(totals only)
7.12	Unsecured notes
	(totals only)	۰

Compliance statement

• $\mathbf{1}$ 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).
• $\overline{2}$ This statement does /does not* (delete one) give a true and fair view of the matters disclosed.

Sign here:	"John Hannaford"	Date: 28 July 2003
	Company Secretary

Print name: JOHN HANNAFORD

Notes

• Í 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.
• $\overline{2}$ 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 $6.2$ .
• $\overline{3}$ 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.
• The definitions in, and provisions of, AASB 1022: Accounting for Extractive Industries and AASB 1026: $\overline{A}$ Statement of Cash Flows apply to this report.
• Accounting Standards ASX will accept, for example, the use of International Accounting Standards for 5 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.