PEEL MINING LIMITED — Interim / Quarterly Report 2009

Jul 30, 2009

Appendix 5B

Rule 5.3

Mining exploration entity quarterly report

Introduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98, 30/9/2001.

Name of entity

Peel Exploration Limited

42 119 343 734 30 June 2009

ABN	Quarter ended ("current quarter")
-----	-----------------------------------

Year to date

months)

(9.

Current quarter $A'000

Consolidated statement of cash flows

Cash flows related to operating activities

				$A'000
1.1	Receipts from product sales and related debtors
1.2	Payments for (a) exploration and evaluation		(303)	(929)
	(b) development		-	-
	(c) production		-	-
	(d) administration		(113)	(415)
1.3	Dividends received
1.4	Interest and other items of a similar nature received		19	99
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		(397)	(1,245)
1.8	Cash flows related to investing activitiesPayment for purchases of:	(a)prospects	(20)	(20)
		(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		(20)	(20)
1.13	Total operating and investing cash flows (carriedforward)		(417)	(1,265)

+ See chapter 19 for defined terms.

1.13	Total operating and investing cash flows(brouhgt forward)	(417)	(1,265)
1.141.15	Cash flows related to financing activitiesProceeds from issues of shares, options, etc.Proceeds from sale of forfeited shares	-	135
1.161.171.181.19	Proceeds from borrowingsRepayment of borrowingsDividends paidOther - Costs of issue of shares	-	-
	Net financing cash flows	-	135
	Net increase (decrease) in cash held	(417)	(1,130)
1.201.21	Cash at beginning of quarter/year to dateExchange rate adjustments to item 1.20	1,318	2,031
1.22	Cash at end of quarter	901	901

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

		Current quarter$A'000
1.23	Aggregate amount of payments to the parties included in item 1.2	55
1.24	Aggregate amount of loans to the parties included in item 1.10	Nil

1.25 Explanation necessary for an understanding of the transactions

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

Nil

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

Nil

+ See chapter 19 for defined terms.

Financing facilities available

Add notes as necessary for an understanding of the position.

		Amount available$A'000	Amount used$A'000
3.1	Loan facilities
		Nil	Nil
3.2	Credit standby arrangements
		Nil	Nil

Estimated cash outflows for next quarter

	Total	100
4.2	Development
4.1	Exploration and evaluation	100
		$A'000

Reconciliation of cash

	Reconciliation of cash at the end of the quarter (asshown in the consolidated statement of cash flows) tothe related items in the accounts is as follows.	Current quarter$A'000	Previous quarter$A'000
5.1Cash on hand and at bank		46	145
5.2Deposits at call		855	1,173
5.3Bank overdraft
5.4Other (provide details)
	Total: cash at end of quarter (item 1.22)	901	1,318

Changes in interests in mining tenements

		Tenementreference	Nature of interest(note (2))	Interest atbeginningof quarter	Interest atend ofquarter
6.1	Interests in miningtenements relinquished,reduced or lapsed
6.2	Interests in miningtenements acquired orincreased	EL7356	100% (grant of ELA3647)	Nil	100%

+ See chapter 19 for defined terms.

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	Issuepriceper	Amount paid up per
				security (see note	security (see note 3)
				3) (cents)	(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	+Ordinarysecurities	30,926,750	30,926,750
7.4	Changes during
	quarter
	(a) Increases
	through issues(b) Decreases		13,890,000 (releasefrom escrow)
	through returns
	of capital, buy
	backs
7.5	+Convertible
	debt securities
	(description)
7.6	Changes during
	quarter
	(a) Increasesthrough issues
	(b) Decreases
	through
	securities
	matured,
	converted
7.7	Options			Exercise price	Expiry date
	(description and	22,473,250	22,473,250	20 cents	30 Nov 2010
	conversionfactor)	7,500,000600,000		30 cents25 cents	30 Nov 201030 Nov 2010
		1,000,000		30 cents	30 April 2011
7.8	Issued during		7,500,000 (release	20 cents	30 Nov 2010
	quarter		from escrow)
7.9	Exercised during
	quarter
7.10	Expired during
	quarter
7.11	Debentures(totals only)
7.12	Unsecured
	notes (totals
	only)

+ See chapter 19 for defined terms.

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.

(Company secretary)

Sign here: Date: 29th July 2009

Print name: David Hocking

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.