PEEL MINING LIMITED — Interim / Quarterly Report 2013

Apr 29, 2013

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

Peel Mining Limited

42 119 343 734 31 March 2013

ABN Quarter ended ("current quarter")

Consolidated statement of cash flows

Cash flows related to operating activities			Current quarter$A'000	Year to date(9.months)$A'000
1.1	Receipts from product sales and related debtors
1.2	Payments for	(a) exploration & evaluation	(1050)	(2,931)
	(b) development		-	-
	(c) production		-	-
	(d) administration		(240)	(652)
1.3	Dividends received		-	-
1.4	Interest and other items of a similar naturereceived		8	18
1.5	Interest and other costs of finance paid		-	-
1.6	Income taxes paid		-	-
1.7	Other (provide details if material)		1,500	3,000
	Net Operating Cash Flows		218	(565)
1.8	Cash flows related to investing activitiesPayment for purchases of:(a) prospects		-	-
		(b) equity investments	-	-
		(c) other fixed assets	(51)	(81)
1.9	Proceeds from sale of:	(a) prospects	-	-
		(b) equity investments	-	-
		(c) other fixed assets	-	55
1.10	Loans to other entities		-	-
1.11	Loans repaid by other entities		-	-
1.12	Other (provide details if material)		-	1,000
	Net investing cash flows		(51)	974
1.13	Total operating and investing cash flows (carriedforward)		167	409

+ See chapter 19 for defined terms.

1.13	Total operating and investing cash flows (brought
	forward)	167	409
	Cash flows related to financing activities
1.14	Proceeds from issues of shares, options, etc.	1,894	1,922
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 – Costs of issue of shares	(94)	(94)
	Net financing cash flows	1,800	1,828
	Net increase (decrease) in cash held	1,967	2,237
1.20	Cash at beginning of quarter/year to date	899	629
1.21	Exchange rate adjustments to item 1.20	-	-
1.22	Cash at end of quarter	2,866	2,866

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	Nil
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
  • 1.7 Cash calls (payments) from CBH Resources Limited (CBH) as part of a Farm-In Agreement of Peel Mining Limited's Mallee Bull Project. CBH are part way through Stage 2 of the farm-in which will see them fund $2.5 million on exploration to earn 30% of the project. CBH completed stage 1 of the farm-in earlier in the year. This saw CBH contribute $1.5 million to exploration and $1 million back to Peel as a reimbursement of prior exploration costs to earn an initial 15% interest in the Project.

Estimate of Cashflows (below) – This estimate includes exploration proposed for the Mallee Bull Project which will be funded by cash calls of $1,000,000 (of a total of $2,500,000) in the next 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

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

Peel Mining Limited has signed a farm in agreement with CBH Resources Limited for CBH earn an interest in Peel's Mallee Bull Project. CBH in this quarter has provided cash calls of $1,500,000 (total of $2.500,000) to complete their obligation to earn an initial 30% of the project. Stage 1 saw CBH spend $1,500,000 on exploration.

+ See chapter 19 for defined terms.

Financing facilities available

Add notes as necessary for an understanding of the position.

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

Estimated cash outflows for next quarter

		$A'000
4.1	Exploration and evaluation	1,540
4.2	Development
4.3	Production
4.4	Administration	180
	Total	1,720

Reconciliation of cash

	Reconciliation of cash at the end of the quarter (asshown 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	25	56
56	Deposits at call	2,300	800
800	Bank overdraft
	Other (Farm-in Agreement funds)	541	43
43	Total: cash at end of quarter (item 1.22)	2,866	899
899

+ See chapter 19 for defined terms.

		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	EL 7461	Reduced due to Farm-in	100%	85%
6.2	Interests in miningtenements acquired orincreased	ELA 4682ELA 4707ELA 4708ELA 4709ELA 4710EL 7976	ApplicationApplicationApplicationApplicationApplicationGranted	NilNilNilNilNilNil	100%100%100%100%100%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	Issue price per	Amount paid up
				security (see	per security (see
				note 3) (cents)	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	116,971,683	116,971,683
7.4	Changes during
	quarter
	(a) Increases	6,000,000	6,000,000	$0.315	$0.315
	through issues	50,000	50,000	$0.08	$0.08
	(b) Decreases
	through returns
	of capital, buy
	backs
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	400,000	Nil	Exercise Price$0.08	Expiry Date31/07/2014
	conversion	1,000,000	Nil	$0.50	28/11/2015
	factor)	1,500,000	Nil	$0.50	28/11/2015
7.8	Issued during	1,000,000	Nil	$0.50	28/11/2015
	quarter	1,500,000	Nil	$0.50	28/11/2015
7.9	Exercised	50,000	Nil	$0.08	30/03/2013
7.10
	during quarter
	Expired during	Nil	Nil
7.11	quarterDebentures

+ See chapter 19 for defined terms.

7.12	Unsecurednotes (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: Date: 30 April 2013

(Company secretary)

Print name: Ryan Woodhouse

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.