GBM RESOURCES LIMITED. — Interim / Quarterly Report 2013

Jul 30, 2013

ABN 91 124 752 745

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ASX Announcement 31 July 2013

REPORT FOR THE QUARTER ENDED 30[th] June 2013

: Key Highlights

GBM Acquire interest in the Lubuk Mandi Gold Mine

• GBM Signs formal Acquisition and Joint Venture Agreement with Angka Alamjaya SDN BHD (AASB) to re-commission the Lubuk Mandi Gold Mine in Peninsular Malaysia

• Shareholders on 22 July 2013 approved the share swap in which GBM will acquire 40% of AASB by issuing 15% of ordinary shares in GBM

• The development plan will focus on the retreatment of the tailings dam followed by the recommencement of hard rock mining

• GBM and AASB intend to complete an Initial Public Offering of the Lubuk Mandi Project on the Singapore Stock Exchange during 2014.

Pan Pacific/Mitsui Farm-in Projects NW Queensland

• Drilling completed on Bungalien Bronzewing Bore and Mount Margaret FC4S prospects. IOCG-style alteration and minor mineralisation intersected in both holes - Results are pending

• Completion of detailed Magnetotelluric (MT) surveys over Bronzewing Bore and Mount Margaret FC4S prospects

• Partial leach soil survey analysis has produced gold/copper anomalies coincident with gravity and magnetic targets at Mount Margaret FC2W. For drill testing next quarter.

Mount Morgan Gold and Copper Project

• Soil sampling and prospect-scale mapping completed over Smelter Return and Oakey Creek prospects at Mount Morgan Project in Queensland

• At Oakey Creek, native copper and copper oxide observed in altered and brecciated volcanic rocks over a large area. Rock-chip results up to 6.7% Cu and 40ppm Ag

• At Smelter Return, extensive distal porphyry-style alteration was mapped within a large area of copper-in-soil anomalism (Niton analysis). Laboratory assays and interpretation pending.

Registered Office: Suite 8, 7 The Esplanade, Mt Pleasant, Western Australia 6153 Tel: (08)9316 9100 • Fax: (08)9315 5475 • Web: www.gbmr.com.au Exploration Office: 10 Parker Street, Castlemaine, Victoria 3450 Tel: (03) 5470 5033

Corporate

• Placement

Completion of a Placement of 50 million shares at 2 cents per share together with one new attaching option per share (Placement Option) raise $1 million before costs of the issue. The new options will be exercisable at 3.5 cents each and will expire on 30 June 2016. The issue of the new placement options was approved by shareholders on 22 July 2013

• Priority Entitlement Offer

A Priority Entitlement Offer (Offer) to holders of listed options over unissued shares in the Company was approved at a General Meeting of Shareholders on 22 July 2013

Under the terms of the Offer, each eligible option holder will have the right to subscribe for one (1) option (Priority Offer Option), for every two (2) options held as at close of business on the record date of 30 June 2013, being the expiry date of the GBZOA listed options

The new options will have an issue price of 0.5 cents per option, be exercisable at 3.5 cents each and will expire on 30 June 2016. If fully subscribed, the Offer will raise approximately $322,000 before costs. The Offer closes on 13 August 2013.

Lubuk Mandi Gold Project

GBM has executed a formal Acquisition and Joint Venture Agreement with Angka Alamjaya Sendirian Berhad ( AASB ) to further develop the Lubuk Mandi Gold Mine located near the State capital of Terengganu Malaysia through a Share Swap whereby GBM will acquire a major stake in AASB.

Under the terms of the Agreement, AASB will acquire 15% of fully paid ordinary shares in GBM for consideration for GBM acquiring approximately 40% of AASB’s issued capital. AASB is the entity that owns the concession entitling it to carry out mining works on the Lubuk Mandi Gold Project.

GBM shareholders at a General Meeting held on 22 July 2013 approved the transaction. The only remaining condition on the Agreement is procuring project funding of up to SGD$ 6 million for AASB. Both parties have agreed that, following completion of the Share Swap, further exploration and development of the Tailings Dam on the Lubuk Mandi Gold Mine, satisfaction of any regulatory requirements and market conditions, the intention is to complete an Initial Public Offer of AASB shares on the Singapore Stock Exchange.

The Lubuk Mandi Gold Mine, which was previously owned and operated by government body Terengganu State Economic Development, in the mid 90’s, produced 108,000 ounces of gold from two shallow pits. The associated processing plant is rated at 300,000 tpa and involves single stage crushing to a stockpile and mill. The mine and processing plant have since been on care and maintenance.

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Location Map of the Lubuk Mandi Gold Mine

GBM have conducted due diligence and developed a business plan to develop the project and recommence mining operations. The review is based on data provided by the current owners, AASB. The project has three identified sources of mineralised material that may provide ore for future mining and treatment. Exploration targets have been estimated for these and are summarized below (see table 1 for further details)[1] :

• Tailings Dam - exploration target between 1Mt at 0.7 g/t Au containing 23,000 oz Au, and 1.4Mt at 0.9 g/t Au containing 38,000 oz Au.

• Main Zone - exploration target between 370,000 tonnes averaging 2.9 g/t Au containing 35,000 oz Au and 1,100,000t averaging 3.6 g/t Au containing 127,000 oz Au.

• East Zone - exploration target between 1,440,000 tonnes averaging 2.5 g/t Au containing 116,000 oz Au and 2,400,000 tonnes averaging 3.6g/t Au containing 278,000 oz Au .

Total JORC exploration target for the project is estimated to contain between 174,000 and 443,000 ounces of gold. ( See Table 1 for tonnes and average grade and note on estimation basis) .

The project area covers 221 hectares and includes over a million tonne of tailings which has the potential for early gold production and provides development funding options.

1 The potential tonnage and grade of the exploration targets expressed are conceptual in nature and should not be considered as estimates of Mineral Resources. There has been insufficient exploration to estimate a Mineral Resource and it is uncertain if further exploration will result in the estimation of the Mineral Resource.

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Photograph; Dendritic gold on quartz. Sample M446 (Field of view approx 5mm), Henney et al 1994 pp33, Characterisation of Gold from Lubuk Mandi ,British Geological Survey Technical Report WC94021

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Photograph; Mineralised vein in thinly bedded sediments at south end of North Pit

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Mine Lease location plan. Approximate location only relative to Google Earth image. Projected mineralised envelopes also shown. Base Google satellite image of Lubuk Mandi Mine environs. (Grid UTM WGS84 Zone 48N)

Explanatory Notes on the Lubuk Mandi Gold Project

Estimation of Exploration Targets:

Although several resource estimates have been quoted in previous reports by other companies, it not possible to validate any of these to meet JORC requirements as no primary data from drilling is available, nor has the drill core or other sample material been located. This applies to both hardrock and tailings materials. However, considering the availability of a database of drillhole details and analyses, location of various company reports referring to the drilling and results, existence of a mine and production records quoted by a government company and the credibility of the previous mine operator in the Malaysian Mining Industry, it is considered that this information is of sufficient quality and reliability to be used in the estimation of exploration targets.

Exploration Targets have been estimated to JORC standard for the main tailings dam, main pit mineralisation, and a zone of mineralisation on the south east side of the main pit, referred to here as the East Zone.

It should be noted that the potential quantity and grade is conceptual in nature, that there has been insufficient exploration to estimate a Mineral Resource and that it is uncertain if further exploration will result in the estimation of a Mineral Resource.

GBM Resources Limited	GBM Resources Limited	GBM Resources Limited
Lubuk Mandi Gold Mine Exploration Target Summary
Target Tonnes Grade (g/t Au) Gold (ozs) Comments Tonnes Grade (g/t Au) Gold (ozs) Comments Low Range High Range
Tailings Dams	1,010,000	0.7	23,000	3D volume estimate of upper dam only, 20% reduction in average grade of available samples (Bidalan Mayang SDN BHD Exploration Progress Report 08-10-04)	1,400,000	1.0	38,000	3D volume estimate of upperwith 40% allowance for orror and lower dams, and 20% above average grade of available samples.
Main Zone	370,000	2.9	35,000	Block Model S McManus Skandus, based largely on unconfirmed pit and UG series drillholes	1,100,000	3.6	127,000	Based on full volume of mineralised zones in block model at average grade estimated forprevious mining.
East Zone	1,440,000	2.5	116,000	Mapped zone 320m long, 30m wide, 60m deep, 2.5 g/t Au average grade of rock samples collected by previous operator (field plan, original analyses not available), SG =2.5.	2,400,000	3.6	278,000	320m long, 30m wide, 100m deep, 3.6 g/t Au estimated average grade of previous mine, SG =2.5.
Total 174,000 ozs. 443,000 ozs.

Table 1: Exploration Target Estimates for Lubuk Mandi Project. The potential tonnage and grade of the exploration target expressed is conceptual in nature and should not be considered as an estimate of a Mineral Resource. There has been insufficient exploration to estimate a Mineral Resource and it is uncertain if further exploration will result in the estimation of the Mineral Resource.

Location Map of GBM Australian’s Projects

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SAFETY AND ENVIRONMENT

No LTI or environmental incidents were reported during the quarter. The Company has now completed 24 consecutive months with no LTI’s and 68 consecutive months with no significant environmental incidents.

GBM is committed to maintaining an incident free record and will continue to target zero injuries and environmental incidents in line with the Company’s policy of striving to achieve the highest standards in safety and environmental management.

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QUEENSLAND EXPLORATION ACTIVITIES Mount Isa Region Copper Gold Projects

Brightlands Project Area, 100% GBM

The successful completion of the Scoping Study for the Milo IOCG – REE project has confirmed its economic and development potential. A key priority is to commence Pre-Feasibility Studies and secure funding through bringing in a partner or alternative funding options. The Company is currently investigating these opportunities.

There remains a number of high level exploration targets both adjacent to the Milo Project Area and elsewhere on the Brightlands tenement that demand further testing. Geological interpretation and assessment of these targets is ongoing.

No field work was completed on the Brightlands Project this quarter.

Pan Pacific Copper/ Mitsui Farm in Projects

This is year four of a six year Farm-in arrangement under which Pan Pacific Copper (PPC) and Mitsui, through their Australian subsidiary Cloncurry Exploration & Development Pty. Ltd. (CED), can earn 51% of the projects by expending $15M on exploration. GBM and CED’s exploration is focused on the discovery of world-class gold and copper-gold deposits in these project areas.

The exploration budget for the year ending 31 March 2014 is approximately $2.5M.

Activity Overview:

1. The June quarter saw the commencement of field programs on the farm-in projects, including geophysical surveys (DHIP and MT) and drilling at the Mount Margaret Project FC4_S prospect and at the Bungalien Project Bronzewing Bore prospect

2. Down-hole IP surveys were carried out in April in 1 hole at FC4_S in the Mt Margaret tenements, and in 3 holes at the Bronzewing Bore Prospect in Bungalien

3. A 549m hole was drilled into a magnetic target at the FC4_South prospect in May, and a 754m hole targeting an MT anomaly was completed at the Bronzewing Bore prospect in June

4. Infill MT surveys were completed at the FC4_South and Bronzewing Bore prospects in June, and a new survey grid commenced at the Landing Ground prospect in the Grassy Bore tenement

5. The results of 936 MMI soil samples from FC2W_Infill, FC12 and FC15 were received in the quarter.

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Figure: Location map showing Farm in Areas.

Bungalien Project

Bronzewing Bore Prospect

The Bungalien group of tenements to the south of Cloncurry includes the Bungalien 2, Horse Creek 2 and Limestone Creek tenements. Exploration on these tenements is focussed on discovering IOCG deposits beneath overlying Cambrian cover rocks utilising magnetic and gravity survey data as the initial targeting tools. Drilling by GBM in 2011 and 2012 has identified a promising IOCG prospect at Bronzewing Bore where anomalous Cu (± Au) mineralisation has been intersected in a number of scout holes into the basement. The 2013 exploration program for the Bungalien tenements involves further geophysics and drilling at Bronzewing Bore, and scout drilling in the Burke Bore area.

A review of existing geophysical and drilling data in the first quarter 2013 was completed to finalise a collar position to test a target based on:

• Chargeability and conductivity anomalies in roll-along dipole IP. The anomalies broadly coincided with the position of the MT resistivity anomaly

• A zone of lower resistivity at depth indicated in the western part of the 2011 Squitem survey line that ran ca. 100m south of the proposed collar. This zone is coincident with the indicated MT anomaly

• The MT conductivity anomaly

• Known mineralization ca. 450m to the east in BNG001.

As a result drilling of the hole BNG007 was completed late in June 2013 to a total depth of 754m. Results are pending.

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Figure: Horizontal slice at -115RL (475m depth from surface) through 3DMT resistivity model showing anomalies 1 and 2 and site of adjusted 2013 drill-hole collar (BNG_PH01a, drilled as BNG007). The position of the 2DIP line running N-S and an E-W Squitem line are also shown. Both of the latter surveys indicated a zone of higher conductivity coincident with the target area while the IP line also suggested higher chargeability in this area.

Hole BNG007 was started at a dip of -75 and azimuth of 270° (true) and passed through the unconformity marking the start of the Proterozoic basement at 365.7m down-hole. From the surface to the unconformity the hole encountered banded limestone, dolostone and calcareous siltstone with carbonaceous layers, locally weakly pyritic, and 10m of red mudstone/siltstone immediately above the unconformity.

Hole ID	Date Completed	**Hole Type **	**MGA_E **	**MGA_N **	**RL_m **	**Depth_m **	Grid_Azi	Dip
BNG007	18-6-2013	DD	392450	7633750	369	754	270	-75

Drilling summary table for Bungalien Bronzewing Bore prospect.

The basement intersection began in a weathered, very-fine grained felsic igneous rock. This rock is strongly foliated and locally aphanitic and it is not clear whether it is a young possible Wimberu-aged (ca. 1510ma) intrusion or possibly felsic volcanics (or shallow intrusions) of the Argylla Formation of around 1770ma. Minor magnetite is disseminated in the felsic rock. This is the main rock type in the hole BNG007 with other rock types intersected included variably-altered mafic igneous lenses (locally scapolitic), medium-grained granite (unfoliated), and rare pegmatite veinlets.

Minor sulphides (pyrite and chalcopyrite) ± magnetite occurs locally in association with scapolite-altered mafic rocks, in and adjacent quartz-feldspar to veins in felsic rocks, and locally weakly disseminated associated with red feldspar and chlorite alteration. Chlorite veining is widespread but typically not associated with sulphides.

Preliminary analysis of the structures in the core suggests that the contacts are mostly steeply-dipping and roughly N-S trending. Further analysis of BNG007 is required once core logging is completed and assay results received.

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Figure: Drill core from BNG007, 455.5-460m down-hole. Chalcopyrite associated with pyrite-magnetite-quartz in a chlorite-scapolite- altered mafic interval within foliated fine-grained felsic host.

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Figure: Close-up view of chalcopyrite-pyrite-magnetite in quartz vein at 459m down-hole in BNG007 at Bronzewing Bore.

A magneto-telluric ( MT) survey was planned to extend the 2012 grid further to the south to cover a magnetic high that straddles the boundary between the Bungalien tenement and the Brothers application, and also to the north to cover an apparent continuation of a conductivity high in that direction. Some additional infill stations were also planned to try to better define the apparent conductivity anomaly targeted by BNG007 (see 3DMT resistivity section above). The new data will be integrated into the existing 3DMT model over the Bronzewing Bore prospect.

Forward Programme

Exploration activity in the September quarter will include completion of the analysis and interpretation of drill core assays from BNG007 and acquisition and interpretation of the 3DMT model of the Bronzewing Bore prospect from Quantec Geoscience. At the nearby Burke Bore prospect a large partial leach MMI soil survey over a series of buried magnetic anomalies will be completed allowing finalisation of targets for scout drill testing.

Mount Margaret West Project

The Mount Margaret tenements are in an area of shallow cover (<100m) over Proterozoic rocks that include the host to the nearby Ernest Henry Cu-Au-magnetite mine. A number of named IOCG prospects are located within the tenements and these have been explored by other companies to various degrees. Exploration by the CED JV has been focussed on examining previous drilling, geophysics and soil sampling within these prospects to identify any gaps in the previous exploration efforts by other companies, and to identify and explore new areas that have been virtually untested to date (e.g. FC2_West).

Work completed in the June Quarter included: the return and analysis of MMI soil assay results over three prospects, down-hole IP (DHIP) survey in one hole at FC4_South, an infill magneto-telluric (MT) survey over the FC4_South prospect, the drilling of hole MMA003 testing a magnetic anomaly at FC4_South, and the completion of a MMI report for the Mt Margaret MMI soils program conducted over FC2_West, FC12 and FC15 in 2012 and 2013.

FC2 West Prospect:

The assay results for the 324 infill MMI soil samples at FC2W were received from SGS in April (1). In FC2W_A (southern infill area) there is a strong correlation between Ti, Ce, Th and U response ratios and a moderate correlation with REE’s especially along the eastern margin of the infill area adjacent to the Au-Ag anomalous area. Response ratios were calculated using the entire infill data set for FC2W_A and C. Within the FC2W_C Infill area there is a strong correlation between Th, U, Ce and REE’s in the top 3 lines of the infill grid area adjacent to the moderate to strongly anomalous grouping of Au_Ag response ratios to the south. See figures below.

A 500 sample Mobile Metal Ion soils program has been completed at FC2. These samples have not yet been submitted to SGS for analysis while the previous results are being examined against surface geology.

The planned drilling program for FC2_West sites ‘A’ and ‘C’, which was to include one shallow RM/DD (200m) at each of the sites, is currently under review. Consideration is being given to changing the program to shallow Mud Rotary only drill holes that will be terminated shortly after reaching the basement. This will reduce expenditure, allowing more holes to be drilled within the budget. The proposed changes will lead to more thorough sampling of the basement over the prospect via 9 to 10 holes instead of the original two diamond holes.

The MMI soils program provided some encouraging geochemistry results, however the primary data for drill site selection will be the magnetic and gravity data. Consideration is also being given to producing magnetic inversions for the proposed sites at FC2W ‘C’ to assist with collar location (and perhaps azimuth). Gravity models for sites ‘A’ and ‘C’ are also being considered as both of these sites have features that are linear, possibly influenced by structure and likely dipping to some degree.

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Figure: FC2W MMI soil assay contours (red, pink) with picked gravity anomalies (white hashed) and magnetic anomalies (black dashed) over TMI RTP magnetics image. GBM merged gravity contours in black.

FC4-S Prospect:

DHIP survey were completed at MMA001 collar at FC4_South. MMA001 was surveyed from beneath the HQ casing (63m) to near the base of the hole at 650m.

The main findings are summarized below and relate to the multi-plot in the figure below:

• There are chargeability peaks near 90m, 270m and 549m, with the peak at 270m coinciding with a decrease in resistivity and a general increase in Cu, Fe and K/Th. This may imply hydrothermal alteration and associated mineralisation

• There are coincident peaks in Au and Cu near 500m and 600m which coincide with a decrease in resistivity but not much chargeability

• There is a broad zone of increased K/Th between about 113m and 311m. This may indicate a broad zone of increased hydrothermal alteration.

• Resistivity is fairly high in the basement overall so it is possible that the IP line didn’t penetrate far into the basement.

It is encouraging that several of the mineralisation spikes are conductive; the MT survey (to the east) may be detecting mineralisation of this type.

A full-tensor Spartan magneto-telluric (MT) infill survey over the FC4_South prospect area was completed. The data from these points will be added to the data from the 2012 survey to update the existing 3DIP resistivity model. This model is expected to be completed next month.

Drillhole MMA003 passed through mostly mafic to intermediate-looking igneous rocks with minor felsic intervals. Shearing is weak to strong (chlorite +- biotite in shears). Although there are some textural changes, the majority of the rock intersected appears to be either a single rock-type, or closely-related rock type, logged as microdiorite.

Hole ID	Date Completed	**Hole Type **	**MGA_E **	**MGA_N **	**RL_m **	**Depth_m **	Grid_Azi	Dip
MMA003	23-5-2013	DD	471560	7742650	149	549	270	-65
		Drilling summary table for Mount Margaret FC4S prospect.

Magnetite is weak over the first 100m or so but picks up from there to moderate until ca. 350m where a zone (not completely continuous) of magnetite, actinolite, chlorite, carbonate, biotite shearing and/or veining and alteration is quite pronounced. This zone continues through until 408m down-hole and weakly thereafter. Weak spotty sulphides (pyrite and chalcopyrite) occur within this zone. A zone of pink feldspar alteration occurs between 321-364m. Alteration is intense and makes up about 60% of the rock. The alteration appears to be overprinting the same mafic-tointermediate igneous rock found throughout the hole.

The drill hole did pass through a fairly magnetite-rich area and it seems that this may be the source of the peak of the magnetic anomaly through the profile. The high magnetite zone is well picked out by the plot of magnetic susceptibility readings and peaks between 372-408m down-hole.

FC12 Prospect

The assay results for the samples from the MMI soils program at FC12 (257 samples), were received in April. Gridding of the Au and Ag response ratios data indicated a strong correlation between Au and Ag in the areas adjacent to the Dry Creek channel.

Within the Dry Creek channel system the calculated response ratios indicate a very strong correlation between Cu, Th, Zn, BM (Ni, Cu, Co, Mo, U) and a moderate correlation with Ce within the drainage system. These anomalies would appear to be strongly influenced by the overbank sediments from the Dry Creek drainage system. However, they are along strike from the Minotaur Dry Creek prospect and 2 drill holes in the area do contain minor Cu and Mo mineralization. The Dry Creek drainage area is also depleted in Mg-Ca which may indicate a voltaic environment.

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Figure: Cu response ratios from MMI survey results at the FC12 prospect. Background image is TMI_RTP.

FC15 Prospect

The final batch of assay results for the FC15 MMI soils program (355 samples) were received in April. The sample area lies west of and adjacent to the Cloncurry River and is also intersected by a small branching creek that meanders down the middle of the sample area (see figure below). This small drainage system runs almost parallel to the Cloncurry River and appears to have influenced the MMI sample assay data in a few areas.

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Figure: FC15 - gridded MMI soil assay Response Ratios for Au-Ag. Background is regional gravity contours over TMI_RTP.

Forward Programme

The focus for the next quarter will be shifted to Mount Margaret prospects for geochemical and geophysical evaluation and drill testing of a number of targets. Approximately 2,500m of drilling is planned for a range of targets across numerous prospects within the Mount Margaret project in the third and fourth quarters of 2013. The FC4S 3DMT model will be re-run following recent acquisition of infill data and the subsequent refined targets drill tested. Inversions will be run for gravity and magnetics over FC2W and an alternative Mud Rotary drill program will be designed. A detailed gravity survey will be completed over FC15 and drill targets identified for testing in 2014. The MMI samples collected over FC2 (~500 samples) will be submitted for analysis and interpreted along with reprocessed historic IP data. The planned MMI survey at FC6 will be completed.

Talawanta – Grassy Bore Project

The Talawanta-Grassy Bore project consists of two exploration permits: EPM 15406 (Talawanta) and EPM 15681 (Grassy Bore). The tenements include large areas of locally coincident gravity and magnetic anomalies presumed to be in basement Proterozoic rocks beneath thick younger cover rocks. Work to date by the CED JV has consisted of ground gravity surveys, inversion of magnetic and gravity data, and scout drill-testing of targets at the Ibis, Ibis-South and Landing Ground prospects on the Grassy Bore EPM, and one scout drill-hole on Donors Hill station on the Talawanta EPM.

A planned full-tensor Spartan MT survey over the Landing ground prospect on the Grassy Bore tenement is underway and a 3DMT resistivity model will be produced.

QUEENSLAND EXPLORATION ACTIVITIES Mount Morgan Copper Gold Project

Work continued from last quarter within the Smelter Return prospect, and the recently defined Oakey Creek prospect. Extensive grid soil sampling programs were completed over both prospect areas along with detailed lithology and alteration mapping. Final assay results for both prospects are yet to be received from the laboratory.

The Mount Morgan Project tenement block covers over 800 km[2] and is considered by GBM to be highly prospective for the discovery of large Gold Copper systems. The Mount Morgan Project is located 40km south west of Rockhampton in Queensland in close proximity to the world class Mt Morgan Copper-Gold mine which produced in excess of 8.0M ounces of gold (Au) and 400,000 tonnes of copper (Cu) metal.

Oakey Creek Prospect

The Oakey Creek prospect was selected for an initial field work phase following ranking of numerous Radiometric K:Th targets defined in 2012. The figure below shows GBM prospects west of Mt Morgan on the radiometrics image and the location of Oakey Creek relative to Smelter Return.

A total of 481 soil and 32 rock samples have been collected from Oakey Creek prospect to date. A number of assay results remain outstanding and as such the assay data set is yet to be interpreted.

Mapping at Oakey Creek has identified similar alteration and mineral assemblages to Sandy Creek and a number of zones with significant Cu mineralisation have been observed. The main alteration is dominated by intense pervasive k- spar-epi-qtz-carb ± specularite alteration hosted mostly within a moderately vuggy fine grain volcanic rock. Smaller zones of hydrothermal breccia within the main altered zone contain significant amounts of copper oxides. The hydrothermal breccia is dominated by a quartz epidote and hematite matrix and angular fine grain green clasts up to 10 cm. Copper appears to be primarily hosted at the boundaries of angular clasts. Native copper was found at a number of localities. In general the pervasive k-spar-epi-qtz-carb ± specularite alteration appears to rim the Niton Cu soil anomalies. Distal alteration grades from strong to moderate pervasive hematite with variable amounts of patchy carbonate and epidote. Fe and Zn from Niton analysis appear to map out the extent of mapped alteration.

Peak rock chip values so far for Oakey Creek are 6.74 % Cu, 39.8 ppm Ag, 52 ppb Au, 45.1 % Fe, 6 ppm Bi, 542 ppm Zn(2). At least one sample has a strong Intrusion related gold system (IRGS) signature (Bi, Cu and Fe) hosted within a K-spar, epidote, specularite altered greywacke.

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Figure: GBM prospects and targets on state airborne radiometrics K:Th data. Green dots are historic Cu or Au occurrences.

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Figure: Oakey Creek prospect interpreted geology and alteration from GBM mapping.

Smelter Return Prospect

Data compilation and field work by GBM during 2011/12 confirmed the Smelter Returns area and the host wedge of Devonian volcanics trending NE towards Mt Morgan as prospective for large porphyry Cu-Au deposits. Dominion Mining had concluded following detailed surface work and shallow RC drilling (best 8m @ 0.8g/t Au and 0.33% Cu from 32m)(3) that the alteration, rock types and mineralisation observed were possibly associated with a buried porphyry system.

GBM extended Dominion’s soil grid to the NE along Mt Battery Fault and over a string of K:Th radiometric anomalies towards Mt Victoria, in the process defining large zones of very high tenor Au-in-soils (>150ppb) with coincident copper anomalism. Historic work by Newcrest and Lodestone at Mt Victoria had defined an extensive zone of alteration in basement rocks below overlying Jurassic sediments, with a best drilling intercept of 28m @ 0.26 g/t Au from 152m (3). GBM’s very large, high-tenor gold and copper in soil anomaly is therefore ‘bookended’ by encouraging drilling results in basement Devonian rocks at either end.

GBM began the 2013 Queensland field season at Smelter Return in early March. Work continued throughout the present quarter extending the soil grid to the NE along the major Mt Battery Fault system towards Mt Victoria and Mt Morgan. To the end of the current quarter, a total of 1,158 soil and rock-chip samples had been collected, including 536 in the current period, and submitted for conventional analysis at ALS Laboratories.

Detailed, prospect-scale mapping was also completed at Smelter Return with a focus on understanding the distribution of igneous rock units and alteration styles. A Niton XRF analyser is in use in the field to help guide soil grid extension directions and geometry. Correlation between laboratory assay results and Niton analyses averages around 0.95 for base metals.

The Smelter Returns prospect area is dominated by three geological formations; the Balaclava Formation, Mount Hoopbound Formation and the Rockhampton Group. The Balaclava Formation and Mount Hoopbound Formation are separated by the north east trending Mount Battery Fault.

The eastern side of Mount Battery Fault is dominated by the Mt Hoopbound polymictic polymodal conglomerate. Moderate pervasive hematite, chlorite ± epidote alteration was identified throughout much of the Mt Hoopbound conglomerate which may be indicative of porphyry-style distal propyllitic alteration. The western side of the Mount Battery Fault consists of a broad scale bedded succession of greywackes, tuffaceous volcanogenics and conglomerates of the Balaclava Formation. Carbonate sediments of the Rockhampton Group lie to the south west of Boulder Creek.

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Figure: Smelter Return prospect area mapping and historic drill results. Soil grid completed to date also shown (black dots).

Numerous monzodiorite and mafic dykes up to 30 meters wide, cross cut stratigraphy throughout the Smelter Returns area. In general these dykes cut stratigraphy at an angle of either 340° or 40° and can often be traced for greater than 500 meters. Strong, pervasive epidote quartz alteration is often associated with north east trending mafic dykes. Two larger felsic feldspar porphyry units with a NNW strike also cross cut the area, locally displaying evidence of hydrothermal alteration.

The horizontal lying Jurassic Razorback beds are the highest topographic feature in the area and dominate the north east of the mapped area (Mount Battery). The basal unit of the Razorback beds is known to contain alluvial gold at the nearby Mount Victoria mine.

GBM is awaiting the return of recently collected soil and rock-chip samples at Smelter Return. Initial analysis of the assay dataset and geology indicates a complex relationship between the very high tenor gold and copper in soil results, structural setting, lithological distribution and topography. Further interpretation work is required to understand the outstanding gold and copper anomalism at Smelter Return.

Forward Programme

Analysis and interpretation of mapping and assay data will continue for Smelter Return and Oakey Creek. More work is required to understand the relationships between geochemistry and alteration at both prospects and some further alteration zonation mapping will likely be necessary to resolve these relationships.

Other work for the next quarter may include; close-out soil sampling and detailed alteration zone mapping at Sandy Creek prospect, detailed Niton sampling at Kyle Mohr and field evaluation of magnetic features at Dee Copper Mines.

Target generation work from state geophysical data and historic exploration data compilation will be undertaken for GBM’s recently granted large EPM’s located south and east of Mt Morgan.

==> picture [539 x 341] intentionally omitted <==

Figure; Mount Morgan Project area plan showing key targets and Tenement status.

TENEMENT SUMMARY

Throughout the quarter required payments and reports have been lodged as necessary. Technical reports continue to be lodged and are now up to date in line with department requirements. EPM18172 Dry Creek is due for partial surrender of 7 sub-blocks in June; a nil relinquishment was requested. EPM17163, Mt Morrisey expired on 21 May, the ‘Bajool’ application will be submitted once Moratorium ends on 1st August.

A Project Status application was submitted for the CED JV Mt Margaret group of tenements in May. This is unlikely to be granted before the next set of relinquishments for Mt Margaret is due. Upcoming relinquishments for Mt Margaret include; EPM16398 Mt Malakoff relinquishment of 10 sub-blocks due on 19 September, EPM 17849 relinquishment of 6 sub-blocks due 20 September and EPM 18174 Dry Ck Ext relinquishment of 6 sub-blocks due 24 September.

Project / Name Tenement No. Owner GBMR Equity Granted Expiry Approx	Area (km2) sub- blocks/grats Status
Victoria
Malmsbury
Belltopper EL4515*1 GBMR/Belltopper Hill 100% 06-Oct-05 05-Oct-13 Lauriston EL5120 GBMR 100% 17-Dec-08 16-Dec-13	25 25 Granted 31 31 Granted
Willaura
Lake Bolac EL4631 GBMR 100% 21-Mar-02 20-Mar-14 Willaura EL5346 GBMR 100% 02-Jun-11 01-Jun-14 Lake Bolac2 EL5423 GBMR 100% 03-Dec-12 02-Dec-17	20 20 Granted 8 8 Granted 218 218 Granted
Yea
Monkey Gully EL5293 GBMR 100% 23-Mar-11 22-Mar-16 Tin Creek EL5292 GBMR 100% 23-Mar-11 22-Mar-16 Rubicon EL5347 GBMR 100% 27-Feb-12 26-Feb-17	316 316 Granted 329 329 Granted 155 155 Granted
Queensland
Drummond Basin
Diamond Creek EPM 19193 GBMR 100% 27-Jun-11 26-Jun-14	124 38 Granted
Dee Range
Dee Range EPM16057 GBMR 100% 27-Sep-07 26-Sep-14 Boulder Creek EPM17105 GBMR 100% 26-Mar-08 25-Mar-15 Black Range EPM17734 GBMR 100% 20-May-09 19-May-14 Smelter Return EPM18366 GBMR 100% 21-Jun-12 20-Jun-17 Limonite Hill EPM18811 GBMR 100% 21-Nov-12 20-Nov-17 Limonite Hill East EPMA19288 GBMR 100% Mt Hoopbound EPM18812 GBMR 100% 26-Jul-12 25-Jul-17 Mt Victoria EPMA25177 GBMR 100%	46 14 Granted 88 27 Granted 81 25 Granted 195 60 Granted 260 80 Granted 29 9 Appl'n 23 7 Granted 3 1 Appl'n
Mount Isa Region Talawanta - Grassy Bore
Talawanta EPM15406 GBMR2 /Isa Tenements 100% 15-Jan-08 14-Jan-13 Grassy Bore EPM15681 GBMR2 /Isa Tenements 100% 28-Sep-07 27-Sep-15 Talawanta2 EPMA19255 GBMR/Isa Tenements 100% Grassy Bore2 EPMA19256 GBMR/Isa Tenements 100%	325 100 Renewal 325 100 Granted 325 100 Proposal 322 99 Appl'n
Mount Margaret
Mt Malakoff Ext EPM163984 GBMR2 /Isa Tenements 100% 19-Oct-10 18-Oct-15 Cotswold EPM166224 GBMR2, 4 /Isa 100% 30-Nov-12 29-Nov-17 Mt Marge EPM19834 GBMR/Isa Tenements 100% 04-Mar-13 03-Mar-18 Dry Creek EPM18172 GBMR/Isa Tenements 100% 13-Jul-12 12-Jul-17 Dry Creek Ext EPM18174 GBMR/Isa Tenements 100% 25-Oct-11 24-Oct-14	85 26 Granted 46 14 Granted 3 1 Granted 228 70 Granted 39 12 Granted
Brightlands
Brightlands EPM14416 GBMR*2/Isa Brightlands 100% 5-Aug-05 4-Aug-14 Brightlands West EPMA18051 GBMR/Isa Brightlands 100% Brightlands West Ext. EPMA18672 GBMR/Isa Brightlands 100% Wakeful EPM18454 GBMR/Isa Brightlands 100% 23-Jan-12 22-Jan-17 Highway EPM18453 GBMR/Isa Brightlands 100% 23-Jan-12 22-Jan-17	254 78 Granted 7 2 Proposal 98 30 Appl'n 13 4 Granted 36 11 Granted
Bungalien
Limestone Creek EPM17849 GBMR/Isa Tenements 100% 20-Oct-10 19-Oct-15 Bungalien 2 EPM18207 GBMR/Isa Tenements 100% 24-May-12 23-May-17 Horse Creek 2 EPM18208 GBMR/Isa Tenements 100% 2-Aug-12 1-Aug-17 The Brothers EPMA25213 GBMR/Isa Tenements 100%	78 24 Granted 325 100 Granted 325 100 Granted 10 3 Appl'n
Mayfield
Mayfield EPMA19483 GBMR2, 4/Isa 100% Mayfield2 EPM141114 GBMR*2, 4/Isa 100% 9-Aug-05 8-Aug-11	302 93 Proposal 84 26 Renewal

Figure; Tenement summary table

CORPORATE

• The Company spent $1,270,000 in the quarter, of which $949,000 was for exploration and $321,000 for administration costs. YTD the company has spent $5,838,000 on exploration and $1,152,000 on administration costs. The Company continues to reassess its exploration and project portfolio and assets acquisition strategies. Cash at 30 June was $1. 522 million.

==> picture [543 x 44] intentionally omitted <==

For Further information please contact:

Peter Thompson Karen Oswald Managing Director Walbrook IR GBM Resources Limited Tel:+ 0423 602 353 Tel: 08 9316 9100

About GBM Resources

GBM Resources (ASX: GBZ) is an Australian resources company actively building a gold portfolio of projects within Malaysia and the east coast of Australia.

GBM Resources has a major interest in the historic Lubuk Mandi Gold Mine in Peninsular in Malaysia and covers 221 hectares and includes over a million tonnes of tailings which has significant potential for early gold production through the development and recommissioning of the mining operations with joint venture partners Angka Alamjaya Sendirian Berhad (AASB).

GBM has local industry experience management team committed to growth.

Malaysia is a premier mining country with a stable political regime with production cash costs among the lowest in the world.

The Company also plans to complete an Initial Public Offering on the Singapore Stock Exchange during 2014.

Other Explanatory notes:

*1. All soil samples were collected from the top of B-horizon (nominally 150mm depth) and sieved at the collection point where possible. The minus 2mm fraction was then assayed at SGS Laboratories Perth by partial leach proprietary method MMI-M.

*2. Based on a nominal 500ppm cut-off, holes were vertical RC or Diamond drillholes sampled in two metre intervals and analysed by methods G001/4 and PM219 at ALS laboratory Townsville (Alston, A. J., January 1994. Annual Report, Dominion Mining Ltd, QDEX No. CR25805A) or ALS Brisbane methods PM209 and IC588 (Dielemans, P., December 2001. Final Report for EPM9382, Newcrest Mining Ltd, QDEX No. CR33269A).

*3 Rock-chip samples were collected from in-situ outcrop or subcrop and dispatched to ALS Laboratories in Brisbane where they were then pulverised and assayed via methods ME-ICP41 and Au-AA23.

The information in this report that relates to Exploration Results and Mineral Resources (Malmsbury) is based on information compiled by Neil Norris, who is a Member or Fellow of The Australasian Institute of Mining and Metallurgy. Mr Norris is a full-time employee of the company. Mr Norris has sufficient experience which is relevant to the style of mineralisation and 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 Norris 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 Mineral Resources (Milo) is based on information compiled by Kerrin Allwood, who is a Member or Fellow of The Australasian Institute of Mining and Metallurgy. Mr Allwood is a full-time employee of the Geomodelling Pty. Ltd a New Zealand based consultancy. Mr Allwood has sufficient experience which is relevant to the style of mineralisation and 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 Allwood consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

Appendix 5B GBM Resources Limited Mining exploration entity quarterly report

Rule 5.3

Appendix 5B

Mining exploration entity quarterly report

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

Name of entity

GBM Resources Limited

ABN 91 124 752 745	Quarter ended (“current quarter”)
ABN 91 124 752 745	30 June 2013

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 (including JV Farm-in spend) (b) development (c) production (d) administration 1.3 Dividends received 1.4 Interest and other items of a similar nature received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Other - Grants and JV management fees - R&D concession refund NetOperating Cash Flows	Current quarter $A’000	Year to date (12 months) $A’000
	- (949) - - (321) - 6 - - 78 -	- (5,838) - - (1,152) - 44 - - 384 544
	(1,186)	(6,018)
Cash flows related to investing activities 1.8 Payment for purchases of: (a)prospects (b)equity investments (c) other fixed assets 1.9 Proceeds from sale of: (a)prospects (b)equity investments (c)other fixed assets 1.10 Loans to other entities 1.11 Loans repaid by other entities 1.12 Other - JV Farm-in contributions received Net investing cash flows 1.13 Total operating and investing cash flows (carried forward)	- - - - - - - - 649	- - (33) - - - - - 3,528
	649	3,495
	(537)	(2,523)

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

1.13 Total operating and investing cash flows (brought forward)	(537)	(2,523)
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 (capital raising costs) Net financing cash flows	1,000 - - - - (8)	2,544 - - - - (90)
	992	2,454
Net increase (decrease) in cash held 1.20 Cash at beginning of quarter/year to date 1.21 Exchange rate adjustments to item 1.20 1.22 Cash at end ofquarter	455 1,067 -	(69) 1,591 -
	1,522	1,522

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	Aggregate amount of payments to the parties included in item 1.2 Aggregate amount of loans to the parties included in item 1.10	Current quarter $A'000 168 -
1.25	Explanation necessaryfor an understandingof the transactions
	Director remuneration – fees and salaries.

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

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

Expenditure for the quarter of $746,435 ($3,881,459 year to date) incurred by other entities under joint venture farm-in agreements on projects held by the Company has been included at 1.2(a).

Financing facilities available

Add notes as necessary for an understanding of the position.

3.1 Loan facilities 3.2 Credit standby arrangements	Amount available $A’000	Amount used $A’000
	-	-
	-	-

• See chapter 19 for defined terms.

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Appendix 5B GBM Resources Limited Mining exploration entity quarterly report

Estimated cash outflows for next quarter

Estimated cash outflows for next quarter
4.1 Exploration and evaluation 4.2 Development 4.3 Production 4.4 Administration	$A’000
	400
	200
Total	600

Reconciliation of cash

Total Reconciliation of cash		600
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)	1,390	935
	132	132
	-	-
	-	-
Total: cash at end of quarter(item 1.22)	1,522	1,067

Changes in interests in mining tenements

6.1 Interests in mining tenements relinquished, reduced or lapsed 6.2 Interests in mining tenements acquired or increased	Tenement reference	Nature of interest (note (2))	Interest at beginning of quarter	Interest at end of quarter
	Nil
	Nil

• See chapter 19 for defined terms.

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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 (see note 3) (cents)	Amount paid up per security (see note 3) (cents)
7.1 Preference +securities (description) 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	327,415,003	327,415,003
	50,000,000 -	50,000,000 -
7.5 +Convertible debt securities (description) 7.6 Changes during quarter	-	-
	-	-
7.7 Options (description and conversion factor) 7.8 Issued during quarter 7.9 Exercised during quarter 7.10 Expired during quarter	-	-	Exercise price	Expiry date
	-	-
	-	-
	129,493,124	129,493,124	$0.20	30/6/2013
7.11 Debentures (totals only)	-	-
7.12 Unsecured notes (totals only)	-	-
7.13 Performance Share Rights (description and vesting dates) 7.14 Issued during quarter 7.15 Exercised during quarter 7.16 Expired during quarter	-	-	Vesting date	Expiry date
	-	-
	-	-
	-	-

• See chapter 19 for defined terms.

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Appendix 5B GBM Resources Limited 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: ............................................................ Date: 31 July 2013 Company Secretary

Print name: Kevin Hart

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 Accounting 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.

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