ODYSSEY GOLD LTD — Interim / Quarterly Report 2012

Oct 30, 2012

ANNOUNCEMENT TO THE AUSTRALIAN SECURITIES EXCHANGE: 31 OCTOBER 2012

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SEPTEMBER 2012 QUARTERLY REPORT

The Board of Odyssey Energy Limited (“Odyssey” or “Company”) is pleased to present its September 2012 quarterly report.

• The Company continues to review and assess the best method to extract value from its current oil and gas Project.

Major US Operators in adjacent counties continue to expand the Woodford Shale play in the Anadarko Basin, with low domestic gas prices resulting in a continued focus on liquids-rich areas, and more recently in the re-development of tight shallow oil plays through horizontal drilling.

The Company will continue to review and monitor industry activity in the adjacent counties over the coming months.

• The Board continues to focus on creating value from the Company’s existing resource assets, as well as pursuing new opportunities in the resources sector, and has reviewed a number of local and international new business opportunities in the oil and gas sector during the quarter.

Enquiries-

Dylan Browne Company Secretary Contact Details: Telephone: (61 8) 9322 6322

ABN: 73 116 151 636 Level 9, BGC Centre, 28 The Esplanade, Perth WA 6000 Tel: +61 8 9322 6322 Fax: +61 8 9322 6558

Operations - McClain County Project – Odyssey 50% WI:

Odyssey holds a 50% working interest in a project area in the Anadarko Basin in Oklahoma comprising 1,626 gross acres, and targeting gas and oil in the Woodford Shale at between 6,000 and 8,000 feet.

Operators in adjacent counties have been focusing on developing this Shale as a liquids-rich gas play at depths from approximately 10,000 to 15,000+ feet.

While drilling has now extended to Grady County – immediately west of McClain, the evaluation is currently focused on considerably greater depths than the prospective section in the Company’s acreage; which is likely to be oil rather than gas prone.

Corporate

Change of Company Secretary

Mr Dylan Browne has been appointed Company Secretary following the resignation of Mr Mark Pearce as Company Secretary. Mr Pearce remains as a Director of Odyssey.

Mr Browne is a Chartered Accountant who commenced his career at a large international accounting firm and has since worked in the corporate office of a number of listed companies that operate in the resources sector.

Investments

The Company continues to hold 27.5 million shares in Marion Energy Limited (“Marion”) which it received following the sale of its subsidiary OEL Operating (USA) to Marion Energy.

Marion Energy did not lodge its 30 June 2011 Annual Financial Statements by 30 September 2011 and accordingly its securities were suspended from trading on the ASX with effect from 3 October 2011. As at 30 September 2012, the June 2011 Financial Statements have still not been lodged with the ASX and Marion’s securities remain suspended. The Company notes the recent announcement outlining Marion’s initiatives aimed at restructuring the company.

Business Development

During the quarter the Company assessed a number of new business opportunities and is continuing to actively pursue a number of opportunities in the resources sector, both domestic and overseas.

However no agreements have been reached and the Directors are not able to assess the likelihood or timing of a successful outcome of any of the opportunities.

Odyssey Energy Limited – September 2012 Quarterly Report

Page 2

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, 01/06/10.

Name of entity ODYSSEY ENERGY LIMITED

	ABN 71 116 151 636 Consolidated statement of cash flows		Quarter ended (“current quarter”) 30 SEPTEMBER 2012	Quarter ended (“current quarter”) 30 SEPTEMBER 2012
			30 SEPTEMBER 2012
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) 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 (provide details if material) NetOperating Cash Flows			Current quarter $A’000	Year to date (3 months) $A’000
			- (9) - - (98) - 7 - - -	- (9) - - (98) - 7 - - -
			(100)	(100)
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)			- - - - - - - - -	- - - - - - - - -
			-	-
			(100)	(100)

• 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)	1.13 Total operating and investing cash flows (brought forward)	(100)	(100)
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) - capital raising expenses Net financing cash flows		- - - - - -	- - - - - -
		-	-
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		(100) 2,008 -	(100) 2,008 -
		1,908	1,908
Payments to directors of the entity and associates of the directors Payments to related entities of the entity and associates of the related entities
1.2 1.2	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
			(61)
			-
1.2	Explanation necessary for an understanding of the transactions
	Payments include Directors fees, superannuation and provision of a fully serviced office.

Non-cash financing and investing activities	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
	Not applicable.
2.2	Details of outlays made by other entities to establish or increase their share in projects in which the
	reportingentityhas an interest
	Not applicable.

• See chapter 19 for defined terms.

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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
	-	-
	-	-

Estimated cash outflows for next quarter

4.1 Exploration and evaluation 4.2 Development 4.3 Production 4.4 Administration	$A’000
	50
	-
	-
	50
Total	100

Reconciliation of cash

Total Reconciliation of cash		100
Reconciliation of cash at the end of the quarter (as	Current quarter	Previous quarter
shown in the consolidated statement of cash flows) to	$A’000	$A’000
the related items in the accounts is as follows.
5.1 Cash on hand and at bank	38	148
5.2 Deposits at call	1,870	1,860
5.3 Bank overdraft	-	-
5.4 Other (provide details)	-	-
Total: cash at end of quarter(item 1.22)	1,908	2,008

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 (see note 3) (cents)	Amount paid up per security (see note 3) (cents)
7.1 Preference +securities (description) 7.2 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs, redemptions
7.3 ~~+~~Ordinary securities 7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital,buy-backs	436,707,975	436,707,975	Not applicable	Not applicable
7.5 ~~+~~Convertible debt securities (description) 7.6 Changes during quarter (a) Increases through issues (b) Decreases through securities matured, or converted
7.7 Options (description and conversion factor) 7.8 Issued during quarter 7.9 Exercised during quarter 7.10 Expired during quarter	185,489,080	185,489,080	Exercise price $0.05	Expiry date 31 Dec 2014
7.11 Debentures (totals only)
7.12 Unsecured notes (totals only)

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

Compliance statement

• 1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 4).

• 2 This statement does / ~~does not~~ * * (delete one) give a true and fair view of the matters disclosed.

Sign here:

............................................................ Date: 31 October 2012

( ~~Director~~ /Company secretary)

Print name: DYLAN BROWNE

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.

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• See chapter 19 for defined terms.

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30/9/2001