GREENWING RESOURCES LTD — Interim / Quarterly Report 2009

Jul 29, 2009

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ABN 31 109 933 995
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30 July 2009

The Manager Companies Company Announcements Australian Stock Exchange 20 Bridge St Sydney NSW 2000

Dear Sir

JUNE 2009 QUARTERLY REPORT OF ACTIVITIES & CASHFLOW

Highlights

• As at 30 June the closing cash position was $4.5 million.

• Operating revenue for the Quarter estimated to be $5.5 million.

• Enhanced profit forecast for financial year ending 30 June 2009

• Que River Mine achieves 25% drop in operating costs to maintain 51% margin over costs, despite lower metal returns.

Hellyer Mine Project feasibility:

• Under-reporting of assays by lab has led to a re-assaying and re-estimation of Fossey resource, which is in progress, with likely resultant increase in contained metal.

• Revised mining rate at Fossey from 200 to 400ktpa has potential to enhance the project.

• Review of capital and operating costs associated with revised mine and milling scenario currently underway.

• Due to above items there is a delay in completion of Feasibility Study.

• Exploration - drilling to recommence in August with 5 new targets identified near Fossey-Hellyer deposits.

I am pleased to attach the June 2009 Quarterly operating and cash flow report for Bass Metals Ltd (ASX:BSM). This report presents a Company which has continued to produce strong technical and financial results during the Quarter from its mining assets in NW Tasmania.

High grade ore production and sales continued from the Que River mine, enabling the Company to maintain its “self funding” status to develop and grow its asset base. Que River ore sales to MinMetals Group’s (MMG) Rosebery operations will likely cease in October 2009 with an additional 15,000 tonnes of ore remaining to be sold under the existing Ore Sales contract. Whilst discussions are in progress with MMG for a new ore sales agreement, the existing, maturing arrangement has achieved its objective of funding the Company over the past 2 years to a point where the Hellyer Mine Project feasibility study is almost complete, and indeed, also funded the purchase of a magnificent milling facility and site infrastructure to set-up the Company’s next phase of growth.

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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The purpose of any feasibility study is to determine the feasibility and viability of a project development proposal and so it often becomes an iterative process. The Hellyer Mine Project (HMP) feasibility study has recently gone into several unexpected iterations - which have the potential to enhance the project. However, this has prolonged the feasibility process and resulted in a delay to the previously advised release of the feasibility findings.

The key issues revolve around the resource model and final mine-mill production rate.

• A problem of under-reporting of assays by a commercial assay laboratory was recently recognised by Bass Metals. The positive aspect is that the contained metal in the deposit is likely to increase. However, extra time is now required to complete the reassaying and produce an updated resource estimate. Delays will subsequently flow through to the final mine design and mill scheduling process.

• Also impacting the feasibility completion are further iterations to properly link the Fossey mine rate to a stable processing scenario. The Hellyer Mill has a name-plate capacity of 1.5mtpa, therefore a great deal of planning and modelling is required to run this style of processing circuit at 30 to 40% of that capacity. Indeed, in many respects the stability of this processing flow-sheet, in terms of metallurgical performance and operating costs, is one of the greatest risks facing the project. Therefore, it makes sense to examine the concept of mining and processing the entire Fossey deposit at a higher rate than originally planned and closer to 400-450ktpa and create a stable consistent feedstock for the plant for the first two years. This would give greater time to evaluate and schedule the planned mining and processing of the Hellyer and Que River resources for subsequent years, rather than have a start-up project that has to manage with 3 distinctly different ore sources, from 3 disparate mines all with differing metallurgical parameters.

The Board is very optimistic about the mine development potential of the HMP resources and wants to ensure this initial step, into a larger scale production scenario is undertaken in a low risk, well considered manner – consistent with the Company’s developments to date.

After a quiet June Quarter in terms of drilling activity, but a very busy period with respect to exploration target generation, Bass Metals is about to commence a major drilling campaign. It is very exciting to report that 5 new targets have been generated in close proximity to the existing Hellyer underground development and the proposed Fossey mine development. Some of the unique geological attributes of the Fossey deposit have highlighted the prospectivity of large new areas on the Hellyer-Que River Mine leases, previously considered to be “well tested”. It is worth reiterating that the Fossey discovery in late 2007 by Bass Metals, comprises 2.5 million tonnes of mineralisation within 150 metres of the former world class Hellyer Mining operation mined between 1987 and 2000.

This report also forecasts the likelihood of a significantly enhanced profit result compared to the previous year, for the financial year ending 30 June 2009. Whilst the audit process is in progress, the Company’s full-year profit will be based not just on consistent Que River ore production but also on the impact of the recent Hellyer Mill acquisition and the requirement to conform to the Business Combinations Australian Accounting Standard, boosting the profit result. The final audited accounts are planned to be released to the Market in late September.

Bass Metals has indicated previously that it has serious ambitions to grow into a diversified mid-tier mining house to build shareholder value. The Board considers that this can best be achieved by both exploration success and corporate scale transactions. Another well funded vigorous exploration programme is planned for the coming financial year to grow the resource

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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base in NW Tasmania, and Perth based Element Capital has been appointed Corporate Advisor to assist in identifying and funding new advanced project acquisition opportunities.

This Company is at an exciting pivotal stage in its development. It has a positive track record of delivering on its plans and objectives; a record the Board is intent on maintaining. On behalf of all the Directors and employees I look forward to reporting on further developments in the Company’s growth initiatives in the near future.

Yours sincerely

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Mike Rosenstreich Managing Director

Competent Person

The information within this report that relates to exploration results is based on information compiled by Mr Kim Denwer and Mr Mike Rosenstreich who are both full time employees of the Company. Mr Rosenstreich is a Member of The Australasian Institute of Mining and Metallurgy and Mr Denwer is a Member of the Australian Institute of Geoscientists. They both, individually have sufficient experience relevant to the styles of mineralisation and types of deposits under consideration and to the activities currently being undertaken to qualify as a Competent Person(s) as defined in the 2004 edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves and they consent to the inclusion of this information in the form and context in which it appears in this report.

Technical Detail

This Report aims to provide a high level summary of various technical aspects of the Company’s projects. For more details on the underlying technical parameters the reader is referred to the ASX Reports on the Bass Metals’ website, www.bassmetals.com.au .

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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JUNE 2009 QUARTERLY ACTIVITIES REPORT

A. OPERATIONS

A1.0 Que River

A1.1 SAFETY & ENVIRONMENT

No lost time injuries have occurred during the Quarter or since the start of the project.

A1.2 MINING ACTIVITIES

Mined tonnages of ore in the June Quarter were down marginally on the operating plan due to a slip on the south-east side of the PQ pit which had to be cleared and which sterilised approximately 500 tonnes of ore.

Ore sales to MMG’s Rosebery operations comprised 15,755 wet metric tonnes (wmt) during the period, exceeding Bass Metals’ target of 5,000 wmt per month. A significant on-site ore inventory position has been maintained at 5,550 wmt as at the end of the Quarter.

Table 1: Mining Summary – June 2009 Quarter

	Tonnes (wmt)	Zn (%)	Pb (%)	Ag (g/t)	Au (g/t)	Cu (%)
Opening Stocks at QR	7,257	17.9	9.3	285	5.6	0.3
Ore mined*	14,063	17.7	10.2	243	5.2	0.3
Ore Delivered to OZL	15,755	18.6	10.4	269	7.2	0.3
Remaining Stocks at QR	5,550	17.7	10.2	243	5.2	0.3

* "Remaining Stocks" and "Mined" are estimates from grade control and therefore average grades may not balance.

A1.3 OPERATING PERFORMANCE

Revenues

Ore sales for the June quarter were $5.5 million. Actual cash receipts after payment of treatment charges to MMG for the Quarter were $5.1 million.

Costs

A summary of operating costs for the Quarter is presented in Table 2 below illustrating a strong reduction from the March Quarter costs, consistent with an open pit operation nearing completion.

Table 2: Unit Operating Costs

Unit Cost basis	Unit	June 09 Qtr	Mar 09 Qtr	Dec 08 Qtr
Ore Sold	$/dmt	205	279	241
OreMined	$/wmt	227	267	236

The cost calculation is based on all operating costs, including mining, treatment, haulage, royalties, depreciation and amortisation of mine properties but excludes capitalised mine development for the Quarter consistent with the Company’s accounting policies as detailed in the 30 June 2008 Annual Report. The difference between “sold” and “mined” unit cost reflects the closing inventory position and minor moisture content.

Total capital costs at Que River for the Quarter were nil, bringing the project to date expenditure to $0.66 million, which is in line with the Stage 1 Mine Plan.

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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Operating Margin

To monitor and manage the financial performance of the project; i.e. the margin between cash costs and revenues, the Company also prepares management reports to determine the net realisable value (NRV) and operating margin of ore mined. The reports include adjustments to the Company’s accounting policies for the following:

Revenue

• Adds the expected revenues from the stockpiles to those from ore already sold and delivered in the period.

Costs

• Collation of all of the costs incurred during a period, with no accounting adjustments for amortisation of mine closure/restoration and mine properties or capitalising of mine development.

• Addition of expected costs to realise value from the stockpile inventory - namely haulage, treatment charges and royalties.

The operating profit margin of the project has increased from 49.7% to 51.4% largely due to a 27% decrease in operating costs as presented in Table 3 below.

Table 3: Estimate of Operating Performance

			Actual
Unit Cost basis	Unit	June 09 Qtr	Mar 09 Qtr	Dec 08 Qtr
Value oforemined	$/wmt	325	406	318
Totalcost oforemined	$/wmt	158	204	174
Operating profit	$/wmt	167	202	144
Operating profitmargin	%	51	50	45

A1.4 ORE RESERVE & MINERAL RESOURCE UPDATE

The Company completed a drilling programme to test for extensions of the PQ lens system to the north. Work is in progress to estimate a modest Mineral Resource increment to the north and evaluate the inclusion of this mineralisation into Ore Reserves. The conversion from resource to reserves is contingent on securing a new Ore Sales agreement with MMG, or including this material into the Hellyer Mill schedule when it is restarted. At present, for planning purposes, it is assumed that mining at Que River will cease when the current 120,000t ore sales contract is fulfilled in October 2009. Mining is then planned to re-start as part of the Hellyer milling operation, though the preferred option is to maintain operations and cash flow by continuing ore sales at the rate of 5,000t per month to MMG for another 12 months.

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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Figure 1: Hellyer – Que River Location Plan

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16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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B. ADVANCED PROJECTS

The company’s core focus is to complete the feasibility study on its Hellyer Mine Project (HMP). The recent acquisition of the Hellyer Mill advances the HMP development opportunity and also generates several other new potential processing options such as the treatment of Que River ore through Hellyer and the re-treatment of the Hellyer tailings. However HMP development is the priority and the other aspects are regarded as enhancements.

B1 HELLYER MINE PROJECT (HMP)

The HMP Study is focussed on developing a mining and processing plan based on combined Mineral Resource base of 2.3 million tonnes of high grade polymetallic massive sulphide resources located at Fossey, Hellyer and Que River, all within a 4km radius of the Hellyer Mill (refer Figure 1). The Feasibility Study has focussed almost solely on the Fossey deposit as the base case, with the assumption that additional feedstock could be opportunistically sourced from the Que River and Hellyer resource inventories.

The vast majority of the physical data required for the Feasibility Study was largely complete at the end of the Quarter but the release of the Feasibility Study findings will be delayed beyond the July-August reporting date recently forecast for several reasons as outlined below. .

1. Fossey Resource Model – this has been updated to include the infill drilling completed earlier in the year. However during this process Bass Metals established that lead, zinc, copper and silver assays were being under reported by the assay laboratory. An independent assessment by mining consultants, Hellman & Schofield Pty Ltd, has subsequently confirmed this and has recommended that Bass Metals re-assay all of the mineralised samples and re-estimate the Mineral Resource. Whilst this has caused a delay it is likely that the new model will report somewhat higher metal grades.

2. The Mining Study, being undertaken by Mancala Pty Ltd, has identified potential enhancements to the current conceptual operating plan, which assumed 200ktpa from Fossey supplemented by 200ktpa from both Hellyer Remnants and Que River. Mancala is proposing that the mine rate from the Fossey deposit should be increased to 400ktpa, thereby maximising the mine’s production potential and reducing the reliance in earlier years on comparatively higher risk ore sources such as the remnants from Que River and Hellyer. The geometry of the Fossey deposit generally lends itself to a naturally higher mining rate, and by bringing forward the Fossey production can provide lower risk, early cash flow and provide additional time to de-risk the potential Hellyer and Que River sources and operate the mill running in a more consistent or “steady-state” fashion.

The impact on the start-up capital cost of this modified mine plan is currently being assessed given more of the mine infrastructure must be established prior to production commencing at Fossey.

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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1. If indeed the accelerated Fossey Mine plan proves to be an enhancement, then the mill will receive a more consistent ore tonnage on a monthly basis suggesting that it could be more reliably run at a steady 400ktpa basis on a 6 week on and 2 week off basis utilising the entire original Hellyer flow-sheet with the existing comminution circuit with a SAG-Ball mill combination, to reduce operating costs. Achieving a stable or steady state processing stream with a variety of ore sources with different risk profiles was regarded as one of the highest operational risks to the project. Fully utilising the Fossey resource in the first two years significantly reduces this processing risk.

Whilst the matters raised above represent important changes to the project parameters it is as yet unclear what effect if any they will have to the existing development schedule. In May 2009, the Company submitted a Development and Environmental Management Plan (DPEMP) for the construction of an Exploration Decline to access the Fossey deposit and complete a detailed drill-out from underground (Stage 1), and approval is expected during September 2009. A DPEMP for the production and processing scenario for the HMP is planned to be submitted in October 2009 with a response likely in December 2009. Therefore the Company still plans to be in full scale production in the second half of 2010 subject to a positive Feasibility Study outcome, the appropriate statutory approvals and successful financing.

Mine Plan

The transverse longhole stoping mining method proposed is supported by decline access and truck haulage from a series of 9 stoping panels. Mancala Pty Ltd, Bass Metals’ alliance partner at Que River, is responsible for delivering the Mine Plan.

A geotechnical and water cover diamond drill hole along part of the path of the proposed decline was completed during April and reached a final depth of 444.4 metres. Consultants from Golder Associates conducted hydrological testing of the hole and Coffey Mining completed geotechnical logging of the drill core. The reports were received during May with recommendations for installed pumping capacity and ground support for the proposed excavation. Kevin Rosengren & Associates has also provided input on geotechnical aspects of the stoping block and ground subsidence issues in the immediate vicinity of the proposed mine.

Metallurgy & Processing

The final report on the locked cycle metallurgical test work was completed at the end of April and was received from Ammtec’s Burnie Research Laboratory during May with better than expected results for both lead and zinc recoveries and for the respective concentrate grades. Concentrate quality also appears to be very good.

Table 4 compares both the locked cycle results of Fossey massive base metal sulphides (BMS) with the historical performance ranges for the Hellyer operations between 1987 and 2000.

Table 4: Fossey Metallurgical test work results compared to former Hellyer operation

	Zinc	Zinc	Lead	Lead
	Grade	Recovery	Grade	Recovery
HellyerOperations1987-2000	50-52%	55-70%	50-55%	45-55%
FosseyBench Tests	55%	75%	60%	65%
FosseyLocked Cycle	60%	93%	63%	87%

B2 Hellyer Mill Ancillary Studies

The focus of the ancillary mill studies is to assess other opportunities to generate cash flow through the Hellyer Mill. These studies are ongoing but key outcomes to date include:

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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Processing Que River Ore at Hellyer

Flotation test work has confirmed that Que River ore would treat well in the Hellyer Mill but given the low mining rate it is not feasible to restart the facility early to solely campaign Que River ore. Test work on blends of Que River and Fossey ore has also yielded positive results.

Hellyer Tails Resource

AMC Consultants Pty. Ltd. (AMC) was appointed to undertake a review of the historic drilling, production and survey data to revise its Hellyer Tails Mineral Resource estimate of 2005 accounting for the recent tails re-treatment operation. This operation reclaimed tailings from the main Hellyer tails dam using a dredge for reprocessing in the Hellyer Mill to produce a bulk lead-zinc concentrate for approximately 18 months until September 2008. Figure 1 illustrates the location of the Hellyer tails storage facility and other site infrastructure.

The revised Mineral Resource, reported in accordance with the JORC Code is presented in Table 5 below. Full technical details and attributions are available in the Report to ASX dated 23 June 2009.

Table 5: Hellyer Tails Mineral Resource Estimate, June 2009

JORC classification	Tonnes (m)	lead %	zinc %	copper %	silver g/t	gold g/t	Density g/cm3
Measured	4.9	3.1	2.8	0.2	104.9	2.7	1.93
Indicated	2.5	3.0	2.6	0.2	103.9	2.6	1.93
Inferred	2.1	2.9	1.7	0.2	102.9	2.4	1.74
Total	9.5	2.8	2.5	0.2	104.0	2.6	1.89

Reference: Model MDHL1AOK - 2000 Drillhole Data only, 2009 tailings surface survey constrained

Initial flotation test work to examine the possibility of recovering a gold-rich sulphide concentrate from the tailings has yielded variable results and test work has been suspended pending further mineralogical work on the mineralogical "siting" of the gold which is in progress. This may yield further potential as part of an overall tailings retreatment programme currently under assessment.

JORC Compliance Statement – Hellyer Tails Mineral Resource Estimate

The information in this report that relates to the Hellyer Tails Mineral Resource estimate is based on information compiled by John Tyrrell who is a full-time employee of AMC Consultants Pty Limited and a Member of the Australasian Institute of Mining and Metallurgy. John Tyrrell has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity that 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 (The JORC Code)". John Tyrrell consents to the inclusion in the report of the matters based on their information in the form and context in which it appears.

C. EXPLORATION

The Company has continued a process of regional evaluation, target generation and testing and ground relinquishment where targets have not met expectations. A revised Tenement Plan is presented in Figure 2.

Strategically, the exploration focus is returning to the areas prospective for the larger scale volcanic hosted massive sulphide deposits such as Que River, Hellyer and Rosebery – the type of world class polymetallic deposits that the Mt Read volcanic belt is renowned for. In this respect, Bass Metals already controls some of the most prospective areas, particularly on the Hellyer and Que River mine leases.

Drilling metreage in the June Quarter for Bass Metals is the lowest it has been since the company floated, as exploration work focussed on target generation. The Fossey discovery by Bass Metals, within 150 metres of a world-class mine like Hellyer, highlights the exploration

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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potential. Fossey has some unique geological attributes which have highlighted significant new areas as being prospective including the “formerly well tested” areas around Hellyer and Fossey, where Bass Metals has now identified additional drill targets. Spectral mapping of alteration minerals in all of the Company’s 75 kilometres of drill core is well advanced, as is a trace element geochemical survey. These surveys are aimed to “finger print” known mineralisation and to develop vectors within alteration zones toward new mineralisation. This work is ongoing, but already highlighting prospective areas and Bass Metals looks forward to restarting an aggressive drilling campaign in August to test for new deposits.

Figure 2: Bass Metals tenement plan-NW Tasmania

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16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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Fossey Exploration

A review of near-Fossey exploration data indicated several untested to partially tested target areas, conducive to similar structural and stratigraphic settings hosting the Fossey and Hellyer deposits. These targets have potential to host high-grade base metal sulphide bodies up to Fossey deposit size.

Five of these targets are located in close vicinity to the existing Hellyer underground workings and the proposed Fossey underground development (refer Figure 3) and they are regarded as high priority to incorporate into current mine plans. The Company plans to commence drill testing of these targets in August 2009.

Figure 3: Plan showing near-Fossey exploration target areas

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Heazlewood (EL31/2003)

(Bass Metals Ltd 100% & Pioneer Nickel Limited 2% NSR)

The Heazlewood Licence is prospective for structurally-controlled hydrothermal nickel deposits. The two known nickel sulphide occurrences in the Heazlewood Ultramafic Complex are located within this tenement.

During the June Quarter, diamond-hole HFD001 was drilled to a depth of 344.4 metres to test an interpreted massive sulphide target based on a coincident VTEM/Ground EM anomaly. The drill hole did not intersect any notable mineralisation and has not successfully explained the EM anomaly or the magnetic high. A Downhole-EM survey is planned to follow-up on a possible off-hole conductor representing a massive sulphide lens.

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

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D. CORPORATE ACTIVITIES

D1 Financial Position

The Company’s closing cash position at the end of the June 2009 Quarter was $4.54 million a $0.88 million decrease from the end of the March Quarter balance of $5.42 million. This decrease includes the transfer of $925K into a security deposit to increase a guarantee facility used mainly for the Mineral Resources Tasmanian environmental bond on acquisition of the Hellyer assets. The main cash flow components comprised:

Ore sales (provisional payments) $5.06 million Hedge settlements ($0.50) million Exploration ($0.86) million Que River Mine development & operating costs ($2.47) million Corporate administration costs ($0.53) million

Bass Metals has recently entered into an insurance premium funding loan facility for $0.27 million to cover annual insurance costs. A minor finance lease facility was repaid during the quarter.

D2 Hedging

At present the Company maintains only forward sales contracts as part of a Quotational Period hedging programme to mitigate the risk of significant price movements between receipt of provisional payments and the month in which the lead and zinc prices are fixed (Quotational Period). This generally comprises short term forward sales contracts for lead and zinc in AUD terms.

D3 Capital Structure

The Company issued 25,000 shares under the employee share plan during the June Quarter.

D4 Other Corporate Matters

Bass Metals is currently in the process of preparing its financial statements for the year ended 30 June 2009. Whilst it is too soon to quantify the final audited profit before income tax, the Company is aware that the final result will be enhanced by a gain on acquisition of the Hellyer assets as a result of adherence to the Business Combinations Australian Accounting Standard. This is in addition to the profit likely from the Que River revenues consistent with the Half-Year result of $4.5 million after year-end adjustments.

During the Quarter Bass Metals completed the listing on the Deutshe Borse AG Berlin and Frankfurt exchanges and started a European investor road show and investor relations process. The objective is to create greater diversity on the share register particularly to attract professional and institutional investors from Europe.

The Hellyer acquisition completion process continued during the Quarter with Bass Metals obtaining Ministerial consent for the transfer of the Hellyer Mining Lease from Intec Hellyer Metals Ltd to its 100% owned subsidiary, Hellyer Mill Operations Pty Ltd.

16 Thelma Street WEST PERTH WA 6005 PO Box 1330 WEST PERTH WA 6872 Telephone (08) 9322 8044 Facsimile (08) 9481 2846 www.bassmetals.com.au

Appendix 5B 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, 30/9/2001.

	Name of entity	Name of entity	Quarter ended (“current quarter”) 30 June 2009	Quarter ended (“current quarter”) 30 June 2009
	Bass Metals Ltd
	ABN 31 109 933 995 Consolidated statement of cash flows
			30 June 2009
Cash flows related to operating activities 1.1 Receipts from product sales and related debtors 1.2 Payments for (a) exploration and evaluation (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 – Bank guarantee deposits/bonds Other – Research and Development offset Other – Hellyer Mill Maintenance and Environmental Management Net Operating Cash Flows		Current quarter $A’000		Year to date (12 months) $A’000
		5,057 (864) (684) (1,786) (526) - 51 (13) - (887) - (601)		20,238 (4,117) (4,283) (7,977) (2,076) - 328 (54) - (1,088) 344 (957)
		(253)		358
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 – Options purchased/settlements Net investing cash flows* 1.13 Total operating and investing cash flows (carried forward)		- - (5) - - - - (496)		- - (4,141) - - - - 4,071
		(501)		(70)
		(754)		288

• includes the acquisition of the Hellyer mining lease and operating infrastructure.

• See chapter 19 for defined terms.

Appendix 5B Page 1

30/9/2001

Appendix 5B Mining exploration entity quarterly report

1.13 Total operating and investing cash flows (brought forward)	(754)	288
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 Costs of share issues Net financing cash flows	- - - (124) - -	- - - (176) - -
	(124)	(176)
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 of quarter	(878) 5,420 -	112 4,430 -
	4,542	4,542

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
		57
1.25	Explanation necessaryfor an understandingof the transactions
	All transactions with directors and their related parties are on normal 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 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

• See chapter 19 for defined terms.

Appendix 5B Page 2

30/9/2001

Appendix 5B Mining exploration entity quarterly report

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
		Nil	Nil
		Nil	Nil

Estimated cash outflows for next quarter

	4.1 Exploration and evaluation 4.2 Development		$A’000
				1,050
				510
	Total			1,560
	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) –deposit as credit support for short dated forward sales	123		109
		3,409		4,301
		1,010		1,010
	Total: cash at end of quarter(item 1.22)	4,542		5,420

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 ofquarter	Interest at end of quarter

• 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 (cents)	Amount paid up per security (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 7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs (c) Other – End of escrow period	103,648,803	103,648,803
	25,000	25,000	14.5 cents
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) 7.8 Issued during quarter 7.9 Exercised during quarter	4,176,939 1,375,000 350,000 250,000 525,000	4,176,939 - - - -	Exercise price 40 cents 27.5 cents 37.5 cents 37.5 cents 51 cents	Expiry date 30.04.10 22.12.11 31.12.11 02.11.11 31.12.12

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

7.10 Expired during quarter – (Lapsed pursuant to terms and conditions of the options)			Exercise price	Expiry date
7.11 Debentures (totals only)
7.12 Unsecured notes(totals only)

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 4).

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

Sign here: Managing Director.................................... Date: 30 July 2009 Print name: Mike Rosenstreich

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 1022: Accounting for Extractive Industries and AASB 1026: 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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