GREENWING RESOURCES LTD — Interim / Quarterly Report 2014

Oct 3, 2013

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ABN 31 109 933 995
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3 October 2013

The Manager Companies Company Announcements Australian Securities Exchange 20 Bridge Street Sydney NSW 2000

Dear Sir

SEPTEMBER QUARTERLY REPORT OF ACTIVITIES & CASHFLOW

Please find following the September, 2013 Quarterly Report of Activities Report and Cashflow for Bass Metals Ltd (ASX:BSM).

The Company’s activities during the September quarter focused on:

• Completion of an exploration review in collaboration with independent experts examining new data and geological concepts which highlighted several new target areas and reinforced the prospective nature of existing targets.

• Commencement of seeking exploration joint venture partners on its Tasmanian projects that can contribute the finances and technical skills to undertake further major exploration campaigns;

• Early stages of implementing a new, initially low cost exploration initiative in Turkey to search for the polymetallic style of deposits that Bass has successfully explored for in Tasmania;

• Continued assessment of other new exploration and mine development opportunities in Australia and overseas to diversify exploration opportunities; and

• Continued discussions with several litigation funding groups to financially support Bass’ pursuit of the LionGold legal action, with negotiations with one party at an advanced phase.

The June 2013 quarter was described as being about “ completing the “housekeeping” following settlement of the Hellyer Gold Project sale and quickly implementing the plan to extract value from Bass’ existing exploration assets and looking to become involved in new project opportunities ”. The September quarter is a period of contrasts; making significant progress on advancing the Tasmanian exploration assets, forging new business initiatives and potentially closing in on a litigation funding facility but also dealing with the significant distraction in terms of the section 249D requisition notice from Metals Finance Ltd (MFC) to spill the majority of the current Bass Directors, appoint their own representatives and take control of the Bass Board.

Bass has outlined a clear strategy to build shareholder value which is progressing positively, namely:

1. Utilise new exploration data and concepts to generate new and validate existing exploration targets at Hellyer-Que and seek joint venture partners to work with Bass to unlock that potential;

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1. Identify new project opportunities where Bass can apply its polymetallic exploration skills in new areas, such as Turkey, to add to the project portfolio; and

2. Continue negotiations with potential litigation funding groups to ensure that Bass shareholders are not exposed to the ongoing legal costs to pursue the LionGold litigation.

In contrast MFC has not conveyed any strategy to rebuild value in Bass’ shares to support the nomination of a second MFC representative (Mr Anthon, a non-executive director of MFC) and its nominee, Mr Solomon.

The Company would also like to highlight recent press articles in Australia and overseas linking LionGold to four investors who have all appeared on Bass’ share register over the past 6 months, holding 53.4 million shares between them. A tight voting result on all three of MFC’s resolutions is expected, but only because of the participation of these four investors, whose motives are not known but may not necessarily be aligned with the majority of Bass shareholders who want to see a successful damages claim against LionGold which would underpin the Company’s financial position.

Notwithstanding the S249 issue, which will be resolved imminently, it has been a productive quarter where the company has been able to substantially progress the core elements of its strategy to build shareholder value, as well as advance further cost savings measures and improvements in the operation of its Tasmanian sites, as set out in this September Quarterly Report.

I look forward to providing further updates as the Company continues to progress the initiatives outlined above and within this report.

Yours faithfully

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Mike Rosenstreich Managing Director

Competent Persons Statement

The information in this report that relates to Mineral Resource estimates is based on information compiled by Mr Michael Rosenstreich who is a fulltime employee of Bass Metals and a Member of the Australasian Institute of Mining and Metallurgy. Mr Rosenstreich has sufficient experience which is relevant to the style of mineralisation and type of deposit 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 (the JORC Code)”. Mr Rosenstreich consents to the inclusion in the report of the matters based on this information in the form and context in which it appears.

Disclaimer

This announcement contains certain forward looking statements. Forward looking statements can generally be identified by the use of forward looking words such as, “expect”, "intend", “should”, “could”, “may”, “will”, “believe”, "propose", “forecast”, “targets”, “outlook” and other similar expressions. The forward looking statements contained in this announcement are not guarantees or predictions of future performance and involve known and unknown risks and uncertainties and other factors, many of which are beyond the control of Bass Metals, and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct. Bass Metals cautions shareholders and prospective shareholders not to place undue reliance on these forward looking statements. The forward looking statements are based on information available to Bass Metals as at the date of this announcement. Except as required by law or regulation (including the ASX Listing Rules), Bass Metals undertakes no obligation to provide any additional or updated information whether as a result of new information, future events or results or otherwise.

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A. CORPORATE ACTIVITIES

1. Financial Position & Management

Cash on hand at the end of the quarter was $1.9 million ($2.4 million in June 2013 quarter).

Expenditure of $0.58 million comprised:

• Exploration and evaluation: $0.05 million ( $0.27 million June quarter).0 Exploration;

• The net Site Care & Maintenance including environmental management costs for the Hellyer and Que River leases: $0.15 million ($0.29 million June quarter).

• Corporate administration: $0.38 million inclusive of legal expenses for the quarter of $0.08 ($0.20 million June quarter).

Receipts comprised $0.1 million comprising mainly $91,200 from the exercise of the RMB options (refer section 5 below) as well as interest and minor surplus equipment sales.

Debt: the Company is debt free as at the end of the quarter.

Forecast Expenditure – is estimated to be approximately $0.6 million for the next quarter, which includes $0.15 million of discretionary exploration expenditure; further details are in Section 4 of the Appendix 5B.

The Company currently has 4 fulltime employees, following a further redundancy, the Tasmanian based Senior Field Technician; 2 based in Tasmania and 2 in Perth. The salary for the Tasmanian based Environmental Co-ordinator is shared with Ivy Resources.

2. Business Development

As outlined previously Bass has initiated a business development strategy to diversify the Company’s interest into a new project through joint venture, acquisition or corporate transaction.

Bass has identified Turkey as having excellent geological prospectivity in a jurisdictional environment undergoing rapid change to encourage increased foreign direct investment, particularly in the mining and energy sector. The Company has retained Perth based consulting group Ponte Capital, which has strong connections in Turkey to identify projects and potential local partners. Bass has compiled a detailed Turkey focused business strategy split into three phases; establishment, consolidation and realisation, planned to unfold over a 3 to 5 year period.

On 6 July 2013 the Company announced that it had signed a non-binding memorandum of understanding (MoU) with a private Turkish group, with strong mining credentials, under which the two companies plan to acquire, explore and develop mining projects in Turkey through a Turkish joint venture company (TJVC) structure. Due diligence and negotiations to finalise a Strategic Alliance Agreement are in progress and realistically no significant advances are expected prior to the resolution of the Board spill motion on the 4[th] October, 2013.

3. LionGold Litigation

On 16 October, 2012 Bass issued a writ and statement of claim in the Supreme Court of Western Australia against LionGold Corp Ltd of Singapore in respect of its allegations that LionGold breached and repudiated a Share sale Agreement dated 5 July, 2012 for the sale of Hellyer Mill Operations Pty Ltd, which held Bass’ Hellyer Gold Project.

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Since that time there have been a series of legal arguments and decisions around the issue of service process of the initial writ. The current status is that LionGold has lodged an Appeal against the dismissal of its application to have the writ set aside in the WA Supreme Court and a hearing date has been set for 25 October, 2013. As well, in a parallel process, Bass has received the leave of the WA Supreme Court for Service of the Writ on LionGold in Bermuda, which is in process. This will finalise the disputes around service of the writ and move the legal proceedings on to the central dispute around breach of contract.

Bass has attempted to explore settlement options, all of which have been ignored. Therefore, to reduce its exposure to ongoing legal costs and any adverse costs finding, Bass has been in discussions with potential litigation funding groups since October 2012. In recent months those negotiations have advanced favourably with an Australian based group and Bass is in the process of finalising that facility.

4. S249D Requisition

On 9 July 2013, the Company advised the market that it had received a purported notice pursuant to section 249D of the Corporations Act 2001(Cth) (Corporations Act) from Metals Finance Limited (ASX:MFC) requisitioning a shareholders’ meeting to consider the removal of three of the Company’s four Directors, Mr Michael Rosenstreich (Managing Director), Mr Craig McGown (Non-executive Chairman) and Mr Barry Sullivan (Non-executive Director) and the appointment of two new Directors (Mr Gavin Solomon and Mr Richard Anthon, a non-executive director of MFC). The Directors of the Company determined, based on legal advice received, that the purported requisition notice was invalid for the purposes of convening a meeting of shareholders under section 249D of the Corporations Act, on the basis that the requisition notice did not comply with the requirements of the Company’s constitution and the Corporations Act relating to the removal of Directors.

On 8 August 2013, the Company advised that it had received a valid request under section 249D & 203D of the Corporations Act, from MFC. On 22 August 2013, the Company lodged a formal Notice of General Meeting to be held on 4 October 2013 as requisitioned by the S249D notice to enable shareholders to vote on the resolutions as described above.

5. Capital Structure

During the quarter the Company issued 16,654,959 new shares, comprising:

• 15,200,000 ordinary shares issued to RMB Australia Holdings Ltd (RMB) as a result of an exercise of options notice received by the Company. The options were issued to RMB pursuant to the terms of the Company’s Corporate Loan facility with RMB and approved by shareholders at a General Meeting held on 17 August 2012. The terms of the options were an exercise price of $0.006 per option and an expiry date of 18 December 2015.

• 1,454,959 ordinary shares issued in lieu of cash for geological consulting services consistent with the terms of a Technical Services Agreement dated 28 March 2013, in which the consultants requested the option to be paid in Bass shares for work completed. The issue price was calculated at an appropriate commercial VWAP.

The number of unlisted options decreased during the quarter from 32,055,000 to 16,150,000 due to the exercise of 15,200,000 options and the cancellation/expiry of 705,000 employee options.

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As at 30 September, 2013, the Company had 326,105,104 fully paid ordinary shares, 90,137,678 listed options and 16,150,000 unlisted options on issue.

The latest Top Twenty List of Shareholders has been posted on the Company’s website.

B. TASMANIAN SITE ACTIVITIES

1. Exploration

During the quarter no field work was undertaken but results from an external consultants' review of the Que-Hellyer Project were received. At Lake Margaret re-assays from a partial digest soil survey undertaken in April were received.

1.1 Hellyer – Que River Technical Review

Introduction

An independent technical review of the current geological model and exploration strategy for the Que-Hellyer project in NW Tasmania continued throughout the quarter. The scope of the review was to assess the current geological model and aimed to identify new targets comprising alteration signatures that may be indicative of undiscovered mineralisation. The work was undertaken over the past four months in a four-way collaboration between Dr Scott Halley (Mineral Mapping Pty Ltd) and Dr Jun Cowan (Orefind) with consultants from JigSaw Geoscience; Dr Bryan Krapez and Mr Carl Young together with Bass’ geologists. The results of a soon to be completed, Bass sponsored, PhD study on mineralisation within the Que Hellyer Volcanics (QHV) by CODES University of Tasmania PhD student Selina Wu, were also utilised.

Work completed comprises:

• Selective field checking of geological mapping, drill hole logging and reconciling that to Bass’ existing 3-dimensional geological model;

• Collection of 105 samples from the hanging-wall sequence to the Fossey and Hellyer deposits for trace element geochemical analysis;

• Updating the overall geological model with new trace element data, including approximately 1,800 soil samples collected from seven target areas during 2010/2011;

• A review of the structural setting of the known ore deposits; and

• Utilising “fingerprints to mineralisation” defined by the above work, the global dataset was reviewed for new targets and gaps for further work.

Despite 40 years of exploration in the QHV there are still significant zones of geochemical anomalism that remain undrilled or poorly tested. Data collected by Bass, combined with 3D modelling and visualisation, have greatly enhanced the definition of these targets. The new data has also revealed new insights into ore forming processes and raised questions about alternative stratigraphic and structural models that would bring new target zones into play.

The Company is evaluating the findings of the review presented in a preliminary report which includes:

• Identification of nine target areas, including several new targets;

• Recommendations for further work comprising further surface sampling, trace element and spectral analysis;

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• Detailed structural analysis; and

• Further modification and update of the geological targeting model.

Background

New Technology

Bass has always attempted to employ new technology and ideas to explore its Tasmanian tenements. The company had success in 2007 with the Fossey discovery. Fossey, together with Fossey East was a new 740,000 tonne high-grade massive sulphide deposit (Table 1) within a 2.8 million tonne massive barite body containing low grade gold mineralisation (Table 2), located about 150 metres from the large 16.5 million tonne Hellyer deposit (now mined out – Table 3). Hellyer itself was discovered in 1984, through the use of new geophysical technology at the time.

Technology currently being employed on the leases is designed to finger print deposits by multi-element geochemistry and spectral analysis and to then find those finger print patterns in regional data sets, which can be followed-up with drill testing. The review identified Antimony (Sb), Arsenic (As) and Thallium (Tl) as the key pathfinder elements; they provide a more consistent and uniform vector towards mineralisation than the “ore elements” such as zinc, lead and copper.

New Ideas

For more than 40 years the QHV deposits have been regarded as Volcanogenic Massive Sulphide deposits (VMS), very similar to deposits that can be seen forming on the current sea floor. Figure 1 shows the long known relationship of mineralisation to a particular part of the stratigraphic sequence in the QHV; the host or Mixed Sequence, shown in brown on the figure below. This model has resulted in a very strong exploration focus on that part of the stratigraphy. However, the 2009 discovery of mineralisation at Fossey East, the McKay prospect in 2011 and the historic S Lens mineralisation at Que River mine, deeper within the stratigraphy, suggest that discoveries may be made in other parts of the sequence.

As part of the current review, our structural geology consultant has examined the relationship of the known mineralisation and alteration zones to folding. He has questioned the long held VMS ore formation model and suggested that there may be a strong input from folding into the formation of the known orebodies. The concept is that although mineralisation may originally be related to exhalations on or near the sea floor (VMS), the current location of the deposits, within much later regional folds, is due to remobilisation of the primary mineralisation into fold hinges.

This will be a controversial proposal amongst geologists but Bass considers this model has interesting implications that are worth investigating. Under this model anomalous geochemistry in parts of the sequence that could previously have seen a target downgraded, may in fact make it a highly ranked target, if the structural setting for remobilisation of mineralisation is favourable. Bass proposes to review all targets in the light of this potential and to conduct local detailed structural investigations on drill holes from the known deposits, to test the application of this model.

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Figure 1: Simplified regional long projection showing the relative stratigraphic position of mineralisation

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Target Areas

Untested or poorly tested geochemically anomalous target areas defined by the review are shown below on Figure 2. Targets shown are split into those that conform to the standard Mixed Sequence “stratigraphic” model and those that fit the potential new “structural” model. Figure 3 shows the same targets in plan-view as shells overlain by Sb soil values.

Brief features of each target are:

• Hellyer North – Alteration zone continues strongly at depth and has been drilled to 900 metres beyond the Hellyer orebody. With an interpreted NE plunge the target stratigraphic horizon would occur at great depth, which downgrades its priority.

• Switchback – comprises coincident Ag-Pb-Zn-Sb-As-Tl anomalism. Some drilling in this area, but sufficient space to follow prospective stratigraphy down plunge to the NE.

• Switchback East – defined by prospective stratigraphy close to the intersection with the Henty Fault coincident with anomalous Sb-As-Tl in soils with a target down plunge to the NE. Only sparse historic drilling in this area.

• Fossey West - at the northern end of the strongest As-Sb-Tl soil anomaly where the alteration system plunges under the hangingwall basalt. Sparse historic drilling.

• D Zone – strongly anomalous As-Sb-Tl geochemistry but considered less prospective under the “stratigraphic” model as only footwall rocks are present. However, structural interpretation well supported by alteration and soil anomalies.

• Charter North – is an extensive As-Sb-Tl soil anomaly to the north of the Mt Charter Au resource. Thick complex prospective Mixed Sequence stratigraphy obscured by alteration and little drilling.

• Charter South – is a down-plunge continuation of the Mt Charter mineralisation. A “structural” conceptual target.

• Barite Creek – comprises a strong soil anomaly near the Henty Fault, with significant bismuth anomalism, indicating a hotter part of the VMS system. There is no drilling in this area.

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Figure 2: Simplified geology map showing untested or poorly tested target areas as defined by this Technical Review.

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The Next Phase

Figure 4 shows the extent of modern multi-element soil geochemistry collected by Bass. Given the effectiveness of this technique in vectoring toward and defining altered and mineralised rocks and also mapping bedrock geology, it is proposed to extend the current soil geochemistry coverage.

The soil sampling extensions would have two sampling aspects:

• The alteration zone from north of Que River through to Mt Charter and

• Hangingwall basalts above, west and south of Hellyer will be covered as it has been shown by this review that geochemically anomalous hangingwall alteration can detect underlying mineralisation at Hellyer and Fossey. A deeply buried system may be detected by this method.

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Figure 3: Proposed targets in plan-view, overlain by antimony (Sb) values in soils and drill holes – geology map underlay (north is to the top right). Grey envelope is intense sericite alteration as defined by spectral data. (Note – historic “ore element” soil sampling is not shown)

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Figure 4: Current modern multi-element soil geochemistry coverage (coloured dots) and proposed soil sampling extensions along the corridor between Hellyer and Mt Charter and the hangingwall basalt south of Hellyer. (Note- historic “ore element” soil samples are not shown)

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Nine target areas

Nine target areas have been identified by this review. Some are ready for immediate drill testing but others are associated with complex geology that will need to be resolved before drill holes can be designed. Nevertheless, it is expected that a program of around 12-15 drill holes for approximately 6,000 metres of drilling will be needed to test these targets that have now been proposed.

As mentioned above, the review has raised interesting questions about the role of folding in the formation of the known deposits in the QHV and the possibility for new discoveries that may arise from using a new paradigm. It is planned for a structural geologist to undertake a program of targeted detailed structural mapping and drill core measurement which should assist to clarify the role of structure in the formation of the deposits.

Given the scale of the follow-up work likely to be warranted the Company is seeking joint venture partners to advance this project.

Figure 5: Bass Metals Exploration Licence locations

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1.2 Regional Exploration

Bass Metals exploration licence tenure in northwest Tasmania is shown in Figure 5. During the reporting period the main regional exploration activity conducted by Bass was on the Lake Margaret licence.

Lake Margaret (EL 28/2009) Bass Metals 70% Clancy Exploration 30%

During the June quarter a partial digest soil geochemical survey was completed as an extension of a 2011 survey, which aimed to search for geochemical anomalies through glacial cover, over prospective volcanics, adjacent to the Great Lyell Fault. The original survey indicated anomalous Cu, Ag, Pb and Zn values at its southern limit. The 2013 soil survey aimed to define the extent of this anomaly toward the south. The location of the 2011 survey, soil anomaly and 2013 soil survey extension is shown on Figure 6.

Figure 6: Location of 2013 Extension to the Lake Margaret Soil Geochemistry Program

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Assay results for the most recent survey were received in June, but following a QA/QC assessment by Bass, the assay laboratory agreed to re-assay the entire batch. The reassayed results were received during the reporting period. Results were interpolated and an image of Copper Response Ratio (effectively the assay value / background) is shown on Figure 7.

Figure 7: Interpolated Copper Response Ratio for the combined Lake Margaret MMI surveys

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The MMI anomaly associated with the Great Lyell Fault, which was previously indicated at the southern end of the 2011 survey, was repeated by the 2013 survey. However, it was not extended further to the south, as was hoped. It remains 100-200 metres in strike length. The close association with an historic off-hole DHEM anomaly in BLD89-3 (drilled in 1989) and

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Bass’ LMD2 (drilled in 2011) indicate that a DHEM survey in LMD2 will be a priority this coming field season.

Two MMI anomalies occur to the west of the main anomaly. These anomalies overly the historically interpreted, epiclastic, “ore horizon” at the boundary between the Central Volcanic Complex and the Anthony Road Andesite. As they are both effectively single point features they are downgraded at this stage.

2. Site & Environmental Management

2.1 OH&S

There were no lost time injuries (LTI), on Bass managed tenements during the period.

2.2 Environmental Management

Bass retains sole responsibility for the Que River Mining lease where significant ongoing environmental management is required. Progressive rehabilitation works on the Que River lease began in the June quarter and continued through the September quarter, with the aim to reduce ongoing site maintenance costs such as for the management of acid rock drainage (ARD). This work has focussed on ameliorating ARD effects on drainages and from disused waste storage dumps. Remediation operations involve the contouring and capping of waste dump areas with compacted clay and non-acid forming rubble. This will improve surface water drainage and prepare the site for topsoil addition and seeding with native species. This work has already seen a reduction in care and maintenance expenditure, such as lime costs to treat acid mine water run-off.

Bass continues to adhere to all EPA guidelines in regard to site environmental monitoring on all of its managed tenements, with daily field sampling conducted and weekly laboratory samples collected, analysed and reported as per EPA requirements. There were no material environmental incidents on any of Bass’ managed tenements during the reporting period.

---ENDS---

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Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

Rule 5.5

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10, 01/05/2013

Name of entity

BASS METALS LTD

ABN 31 109 933 995	Quarter ended (“current quarter”)
31 109 933 995	30 SEPTEMBER 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 & evaluation (b) development (c) Site Care and Maintenance (d) administration Includes Legal fees of $88K 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 (provide details if material) Net Operating Cash Flows	Current quarter $A’000	Year to date (3.months) $A’000
	- (55) - (154) (372) - 12 - - -	- (55) - (154) (372) - 12 - - -
	(569)	(569)
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 (provide details if material) Net investing cash flows 1.13 Total operating and investing cash flows (carried forward)	- - - - - 3 - - -	- - - - - 3
	3	3
	(566)	(566)

• See chapter 19 for defined terms.

01/05/2013 Appendix 5B Page 1

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

1.13 Total operating and investing cash flows (brought forward)	(566)	(566)
Cash flows related to financing activities 1.14 Proceeds from issues of shares, options, etc. 1.15 Proceeds from sale of forfeited shares 1.16 Proceeds from borrowings 1.17 Repayment of borrowings 1.18 Dividends paid 1.19 Other (provide details if material) Net financing cash flows	91 - - - - -	91 - - - - -
	91	91
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	(475) 2,399 -	(475) 2,399 -
	1,924	1,924

Payments to directors of the entity, associates of the directors, 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
		27
		-
1.25	Explanation necessaryfor an understandingof the transactions
	1.2 (d) Administration expenditure for the quarter includes and amount of $88K of legal fees incurred during the quarter

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

• See chapter 19 for defined terms.

Appendix 5B Page 2

01/05/2013

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

• 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

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
	-	-
	-	-

Estimated cash outflows for next quarter

4.1 Exploration and evaluation 4.2 Development 4.3 Environment including Site Care and Maintenance 4.4 Administration	$A’000
	157
	-
	129
	309
Total	595

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)	1,924	2,399
	-	-
	-	-
	-	-
Total: cash at end of quarter(item 1.22)	1,924	2,399

• See chapter 19 for defined terms.

01/05/2013 Appendix 5B Page 3

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

Changes in interests in mining tenements and petroleum tenements

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

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 note3) (cents)	Amount paid up per security (see note3) (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	326,105,104	326,105,104
	16,654,959	16,654,959
7.5 +Convertible debt securities (description)

• See chapter 19 for defined terms.

Appendix 5B Page 4

01/05/2013

Mining exploration entity and oil and gas exploration entity quarterly report

Appendix 5B

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 7.10 Expired during quarter	90,137,678 50,000 50,000 50,000 15,000,000	90,137,678	Exercise price 20.0 cents 43.5 cents 61.0 cents 88.0 cents 1.30 cents	Expiry date 30.09.14 31.01.15 31.01.15 31.01.15 31.05.15
	15,200,000		0.6 cents	18.12.15
	200,000 200,000 200,000 730,000 25,000 25,000 25,000 100,000 100,000 100,000		25.0 cents 35.0 cents 50.0 cents 22.0 cents 43.5 cents 61.0 cents 88.0 cents 26.0 cents 36.5 cents 52.5 cents	01.09.13 01.09.13 01.09.13 05.07.13 31.01.15 31.01.15 31.01.15 27.08.15 27.08.15 27.08.15
7.11 Debentures (totals only)
7.12 Unsecured notes(totals only)

Note to 7.10: * Refers to employee options that have lapsed as a result of employees whom are no longer in the employment of the Company.

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 /does not* (delete one) give a true and fair view of the matters disclosed.

Sign here: M. Rosenstreich

• See chapter 19 for defined terms.

Date: 3 October 2013

01/05/2013 Appendix 5B Page 5

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

(Director/ ~~Company secretary)~~

Print name: M. 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 and petroleum 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 or petroleum tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items 6.1 and 6.2.

• 3 Issued and quoted securities The issue price and amount paid up is not required in items 7.1 and 7.3 for fully paid securities .

• 4 The definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.

• 5 Accounting Standards ASX will accept, for example, the use of International Financial Reporting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.

== == == == ==

• See chapter 19 for defined terms.

Appendix 5B Page 6

01/05/2013