PHOSCO LTD — Interim / Quarterly Report 2012

Apr 29, 2012

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

CELAMIN HOLDINGS NL

	ABN82 139 255 771Consolidated statement of cash flows		Quarter ended (“current quarter”)31 MARCH 2012	Quarter ended (“current quarter”)31 MARCH 2012
			31 MARCH 2012
Cash flows related to operating activities1.1Receipts from product sales and related debtors1.2Payments for(a) exploration and evaluation(b) development(c) production(d) administration1.3Dividends received1.4Interest and other items of a similar naturereceived1.5Interest and other costs of finance paid1.6Income taxes paid1.7Other (provide details if material)Net Operating Cash Flows		Current Quarter$A		Year to date(9 months)$A
		----(233,902)-6,176---		-(46,566)--(1,231,545)-34,473---
		(227,726)		(1,243,638)
Cash flows related to investing activities1.8Payment for purchases of:(a) prospects/farmins(b) equity investments(c) other fixed assets1.9Proceeds from sale of:(a) prospects(b) equity investments(c) other fixed assets1.10Loans to other entities1.11Loans repaid by other entities1.12Other (provide details if material)Net investing cash flows1.13Total operating and investing cash flows(carried forward)		----140,000-(666,000)--		-(202,092)-7,000140,000-(1,666,000)--
		(526,000)		(1,721,092)
		(753,726)		(2,964,730)

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

1.13Total operating and investing cash flows(brought forward)	(753,726)	(2,964,730)
Cash flows related to financing activities1.14Proceeds from issues of shares1.15Proceeds from sale of forfeited shares1.16Proceeds from borrowings1.17Repayment of borrowings1.18Dividends paid1.19Other – Capital raising costsNet financing cash flows	600,000----(56,472)-	899,987----(56,472)-
	543,528	843,515
Net increase (decrease) in cash held1.20Cash at beginning of quarter/year to date1.21Exchange rate adjustments to item 1.201.22Cash at end of quarter	(210,198)446,427-	(2,121,215)2,357,443-
	236,228	236,228

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

1.231.24	Aggregate amount of payments to the parties included in item 1.2Aggregate amount of loans to the parties included in item 1.10	Current quarter$A
		93,629
		-
1.25	Explanation necessaryfor an understandingof the transactions
	Employment costs and Consultancy fees paid to director and related entities during the March2012 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

Nil

• 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.

3.1Loan facilities3.2Credit standby arrangements	Amount available$A’000	Amount used$A’000
	-	-
	-	-

Estimated cash outflows for next quarter

4.1Exploration and evaluation4.2Development4.3Production4.4Administration*	$A’000
	-
	-
	-
	1,000
Total	1,000

*: Including costs of capital raising under Prospectus

Reconciliation of cash

Reconciliation of cash
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.
5.1Cash on hand and at bank		236		446
5.2Deposits at call		-		-
5.3Bank overdraft		-		-
5.4Other		-		-
Total: cash at end of quarter(item 1.22)		236		446

Changes in interests in mining tenements

6.1Interests in miningtenements relinquished,reduced or lapsed6.2Interests in miningtenements acquired orincreased	Tenementreference	Nature of interest(note (2))	Interest atbeginningofquarter	Interest atend ofquarter

• See chapter 19 for defined terms.

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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 persecurity (seenote 3) (cents)	Amount paid upper security (seenote 3) (cents)
7.1Partly paid+securities(description)7.2Changes duringquarter(a) Increasesthrough issues(b) Decreasesthrough paid upcapital, returns ofcapital, buy-backs,redemptions	15,471,296	15,471,296	$0.001	$0.001
	(2,000,000)	(2,000,000)	$0.10	$0.10
7.3+Ordinarysecurities7.4Changes duringquarter(a) Increasesthrough issues(b) Decreasesthrough returns ofcapital,buy-backs	53,956,177	53,956,177
	4,666,6692,000,000	4,666,6692,000,000	$0.15$0.10	$0.15$0.10
7.5+Convertible debtsecurities(description)7.6Changes duringquarter(a) Increasesthrough issues(b) Decreasesthrough securitiesmatured,converted	-	-	-	-
7.7Options(description andconversion factor)7.8Issued duringquarter7.9Exercised duringquarter7.10Expired duringquarter	25,367,001Exercise price: $0.20Expiry: 31/03/2014	25,367,001	$0.01	$0.01
7.11Debentures(totals only)
7.12Unsecured notes(totals only)

• See chapter 19 for defined terms.

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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:

==> picture [127 x 53] intentionally omitted <==

Date: 30 April 2012

Company Secretary

Print name: MELANIE LEYDIN

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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