REGIS RESOURCES LIMITED — Interim / Quarterly Report 2005

Oct 27, 2005

REPORT FOR THE QUARTER ENDED 30 SEPTEMBER 2005

HIGHLIGHTS

Results have been received from the Company's extensive and recently commenced nickel exploration program over the Collurabbie zone, as well as further significant results from the detailed drilling program at the Moolart Well gold project.

Nickel Exploration

In the Western Ultramafic Zone in the Collurabbie Belt:

• ground TEM anomaly defined at the Mulla Prospect: $\bullet$
• 8m at 0.22% Ni and 0.11% Cu from 40m in hole CRAC 788 in the oxide zone $\bullet$ developed over ultramafic rocks at the Beltra Prospect - yet to be surveyed with ground TEM.
• 4m at 1.02% Ni from 44m in hole CRAC 770 and 4m at 1.07% Ni from 52m in hole CRAC 771 in the oxide zone developed over ultramafic rocks at the Trusk Prospect.

In the Duketon Belt:

• 8m at 0.42% Ni and 0.18ppm Pt+Pd from 24m in hole GWAC 236 in the oxide zone developed over ultramafic rocks at the Gilga Prospect.
• 8m at 0.66% Ni and 0.24% Co from 20m in hole GWAC 204 in the oxide zone $\bullet$ developed over ultramafic rocks at the Gilga Prospect.

Gold Exploration

Further significant drilling results have been received from the Lancaster Zone at Moolart Well as follows:

• 10m at 4.36 g/t gold from 6m depth in hole MWAC 798
• 7m at 5.97 g/t gold from 7m depth in hole MWAC 802 $\bullet$
• 12m at 4.37 g/t gold from 7m depth in hole MWAC 803 $\bullet$
• 3m at 62.1 g/t gold from 29m depth in hole MWAC 893 $\bullet$
• 9m at 3.71 g/t gold from 8m depth in hole MWAC 896 $\bullet$
• 11m at 6.44 g/t gold from 7m depth in hole MWAC 897 $\bullet$
• 4m at 23.6 g/t gold from 35m depth in hole MWAC 901

Further drilling results from the Stirling Zone and Northern Areas at Moolart well as follows:

• 7m at 2.07 g/t gold from 9m depth in hole MWAC 828
• 5m at 9.99 g/t gold from 61m depth in hole MWAC 829
• 4m at 6.22 g/t gold from 128m depth in hole MWAC 842
• 6m at 4.25 g/t gold from 8m depth in hole MWAC 860 $\bullet$

INTRODUCTION

Regis Resources NL ("Regis") is an Australian mineral explorer with extensive landholdings in the Eastern Goldfields of Western Australia. The most significant of these is the Duketon Joint Ventures with Newmont Australia Ltd ("Newmont") (Newmont 80%, Regis 20% and manager) north of Laverton which is being restructured and on completion will give Regis a direct and indirect equity of 59.2%.

In the Lenora-Laverton area Regis is also earning up to an 85% interest and manages exploration on the Copper Well Joint Venture with Mr Mark Creasy, and earning up to 70% equity and manages exploration in the Melita Joint Venture with Great Gold Mines NL.

REVIEW OF OPERATIONS

Field activities commenced following Regis' election to become manager of most exploration on 1 June 2005. Exploration activities for the quarter have consisted of an intensive drilling program centred on the Moolart Well gold project, and an intensive nickel exploration program focussed on the Collurabbie region. Since recommencement of exploration under Regis' management nearly 50,000 metres of reverse circulation and aircore drilling has been completed over the Company's properties as follows:

Location	Holes	Metres
Moolart Well	208	19.994
Collurabbie	172	10,865
Duketon Regional	272	17,873
Copper Well	13	1,000
"otal	คคร	49.732

Nickel Exploration Activities

Collurabbie Region

The Collurabbie Project area comprises three principal ultramafic zones (western ultramafic zone, central ultramafics zone and eastern ultramafic zone) and two prominent, dominantly mafic, fractionated sills (Gidgee Sill and Acacia Sill).

During the September quarter exploration activities included:

• commencement of ground geophysical programs (transient electromagnetic $\bullet$ surveying -TEM), and mapping;
• aircore drilling to facilitate stratigraphic identification and geochemical profiling $\bullet$ of specific prospective geological units; and
• development of a geological model to enhance targeting within these five $\bullet$ prospective zones.

The ultramafic rock-hosted Olympia Cu-Ni-PGE sulphide mineralisation, discovered by WMC Resources Ltd (now BHP Billiton Ltd) 5.3km to the north of the Reais' Collurabbie project area, is interpreted to lie within the sequence defined by Regis as the western ultramafic zone. Approximately 75% of the nickel exploration conducted by Regis during the quarter focused on the western ultramafic zone.

Western Ultramafic Zone

The western ultramafic zone comprises an interlayered sequence of ultramafic volcanics including komatiitic flow units, fractionated dolerite-gabbro sills and dykes, pyritic chert, banded iron formation, and basalt. The zone appears to be the continuous southerly extension of the sequence known to host massive nickel sulphide mineralisation in the BHPB/Falcon tenement adioining to the north.

Exploration during the September quarter consisted of:

• surface mapping and interpretation of the aeromagnetics to develop a detailed geology framework (35km²) of the western ultramatic zone at scale 1:25,000;
• commencement of a 150-line-km ground TEM survey, with 39-line-km (26%) $\bullet$ completed. Survey specifications: 200m loops with 75% overlap on lines 200m apart: and
• drilling of 69 aircore holes for 5.778m, holes CRAC 742-810. $\bullet$

Hole Number	From	To	Int.		Grade
	(m)	(m)	(m)	Ni	Cu
CRAC 755	72	88	16	0.72%	66ppm
CRAC 756	32	36	4	0.62%	186ppm
CRAC 770	36	64	28	0.58%	49ppm
incl.	44	48	4	1.02%	68ppm
CRAC 771	44	60	16	0.83%	83ppm
incl.	52	56	4	1.07%	65ppm
CRAC 781	40	48	8	0.58%	290ppm
CRAC 788	40	48	8	0.22%	0.11%
CRAC 789	32	40	8	0.46%	213ppm

Collurabbie Western Zone Aircore Drilling - Summary of Significant Results

Assay results still to be received for holes CRAC 794 - CRAC 810

Exploration results to date have defined four key prospect areas, described below and located on the attached map.

Mulla Prospect

A significant TEM anomaly has been defined on the western margin of the western ultramafic zone beneath shallow (<10m) transported cover. The geology is poorly defined due to the paucity of drilling. Follow-up TEM to the north and south to closeoff the anomaly (currently defined by one TEM traverse only) and drill testing of the anomaly are planned.

Beltra Prospect

Assay results from the oxide zone in hole CRAC 788 are significant (8m at 0.22% Ni and 0.11% Cu from 40m) and indicate the possible presence of sulphides within the ultramafic sequence at this location. PGE assays for the hole are awaited. The intersection occurs towards the base of a 250 metre thick multi-layered komatiitic sequence, close to the contact with the basal pyritic chert. This area has yet to be surveved with TEM, and 200m spaced survey lines are planned over the prospect in the December quarter. In addition, further aircore drilling is planned in the current quarter to fully define the geochemical zone, which is open along strike to the north and south.

Trusk Prospect

Assay results from holes CRAC 770 (4m @ 1.02% Ni from 44m) and CRAC 771 (4m) at 1.07% Ni from 52m) are from the oxide zone developed over ultramafic rocks interpreted to be the basal unit of a komatiitic flow sequence. This ultramafic unit is concealed beneath shallow (<15m) transported cover and is poorly drilled historically. Follow-up EM and drilling are planned in the current quarter.

Hermans Prospect

Assay results from hole CRAC 781 (8m at 0.58% Ni and 290ppm Cu from 40m) were received from the oxide zone developed at a lower stratigraphic position and 150m further north of previously reported nickel intersections from this prospect area. This positive result is interpreted to occur closer to the basal contact of the thick ultramafic komatiitic flow unit. Further work is proposed in the current quarter.

Central and Eastern Ultramafic Zones

The central and eastern ultramafic zones comprise a sequence of thick ultramafic flow units, dolerites and basalts with intrusive gabbros. These sequences may represent the southern extensions of ultramafic sequences present on the BHPB/Falcon tenement adjoining to the north. The assay results are interpreted to largely represent the supergene enrichment of nickel (and cobalt) during a period of extensive lateritic weathering.

Exploration during the September quarter consisted of:

• relogging of 132 historical aircore holes:
• re-assaving of selected aircore samples for a multi-element suite, including Pt $\bullet$ and Pd (maximum value returned - 52ppb Pt+Pd in quartz gabbro);
• a single trial line (1km) of ground TEM which highlighted a conductor to the $\bullet$ east of the central ultramatic unit over a graphitic black shale; and
• drilling of 84 aircore holes for 3,615m, CRAC 639-731. $\bullet$

Hole Number	From	To	. Int		Grade
	(m)	(m)	(m)	Ni	Сu
CRAC 675	36	50	14	$0.54\%$ Ni	99ppm
CRAC 676	36	48	12	$0.63\%$ Ni	132ppm
CRAC 678	40	45	5	$0.49%$ Ni	49ppm
CRAC 706	44	52		$0.43\%$ Ni	11ppm

Collurabbie Eastern Zone Aircore Drilling - Summary of Significant Results

Duketon Region

Detailed exploration for nickel sulphides has commenced on the 6 ultramafic sequences present in the Duketon Belt.

During the September quarter exploration consisted of:

• aircore drilling at the Gilga. Kintyre and Sandman prospects, with 103 holes $\bullet$ drilled for a total of 6,187m;
• geological mapping of internal igneous textures and layering; and $\bullet$
• relogging of 70 historical drillholes to aid geological mapping.

Gilga Prospect

At the Gilga prospect two linear ultramafic units are interpreted to represent the basal sequences of fractionated ultramafic-mafic sills. Exploration during the September quarter consisted of relogging of 24 aircore holes to develop the geological framework and drilling of 75 aircore holes for 4,843m. Best results are listed below. Elevated Pt and Pd in some holes warrant further follow-up. These results are interpreted as indicating the presence of some disseminated sulphide mineralisation (now oxidised) in unweathered rocks.

Hole Number	From	To	$\ln(t)$	Grade
	(m)	(m)	(m)	Ni	Co
GWAC 204	20	28	8	0.66% Ni	0.24%
GWAC 220	16	40	24	0.67% Ni	517ppm
GWAC 221	12	44	32	0.59% Ni	328ppm
GWAC 237	24	40	16	0.82% Ni	851ppm
GWAC 238	24	37	13	0.70% Ni	755ppm
GWAC 239	20	32	12	0.72% Ni	0.11%
GWAC 241	20	40	20	$0.70\%$ Ni	589ppm

Gilga Prospect Aircore Drilling - Summary of Significant Results

Kintyre and Sandman Prospects

At the Kintyre and Sandman prospects ultramafic rock sequences have been examined and explored for the presence of nickel mineralisation. Exploration during the quarter consisted of relogging of 46 historical aircore holes and the drilling of 28 aircore holes for 1,344m. Assay results are interpreted to represent the supergene enrichment of nickel and cobalt during lateritisation.

Hole Number	From	To	Int.	Grade
	(m)	(m)	(m)	Ni	Co
KIAC 069	24	56	32	0.81% Ni	579ppm
KIAC 070	44	64	20	0.49% Ni	387ppm
SNAC 039	40	54	14	$0.64\%$ Ni	324ppm
SNAC 041	44	50		0.83%Ni	0.10%

Kintyre and Sandman Aircore Drilling - Summary of Significant Results

Gold Exploration Activities

Moolart Well Gold Project, Duketon Region

Newmont became exploration manager for the Duketon joint ventures in 2002 and shortly thereafter discovered the Moolart Well gold mineralisation. Regis assumed management of exploration on most properties on 1 June 2005, and has commenced an intensive program of drilling at Moolart Well.

Lancaster Zone

Drilling data has indicated the presence of significant gold mineralisation at the southeast corner of the Moolart Well laterite resource, trending north-northwest and extending for at least 1.4 kilometres, termed the Lancaster Zone. This zone appears to be mineralised over a width of approximately 100 metres, with gold mineralisation in both the oxide and primary zones. Enrichment of the overlying laterite appears to occur at the boundary of the gold mineralisation zone and the laterite, and higher grades and some thickening in the laterite occur immediately to the west of the intersection point.

Along the Lancaster Zone trend, two zones of continuous oxide mineralisation have so far been outlined by 25m x 25m spaced drilling at 6944300mN and 6944600mN, and a third zone is indicated further north at approximately 6945000mN. In the southernmost zone, oxide mineralisation has been defined over approximately 200m along the trend, and extending from approximately 10m to 75m below surface. Below this depth appears to be an area of depletion, although insufficient drilling has been completed to date to define this zone. Previously obtained intersections may extend the zone a further 100m to the south. The second oxide zone identified at 6944600mN has only been drilled over a strike length of 100m to date, but more drilling is required to fully define the zone. Drilling is currently underway.

Recent drilling results from the Lancaster zone at Moolart Well are shown below:

Hole No	Northing	Easting	From	To	lnt.	Gold
			m	m.	m	oll
MWAC 797	6944300	435725	9	15	6	3.63
MWAC 798	6944300	435775	6	16	10	4.36
MWAC 801	6944325	435725	8	16	8	3.46
MWAC 802	6944325	435750	$\overline{7}$	14	$\overline{7}$	5.97
MWAC 803	6944325	435775	$\overline{7}$	19	12	4.37
MWAC 805	6944325	435825	8	20	12	2.12
MWAC 837	6945100	435550	$\overline{s}$	13	5	3.00
MWAC 879	6944250	435750	10	14	4	2.57
MWAC 880	6944250	435775	8	17	9	2.63
Incl.			9	14	5	4.24
MWAC 881	6944250	435800	10	16	$\overline{6}$	2.06
MWAC 883	6944250	435850	34	39	$\overline{5}$	2.39
MWAC 884	6944250	435875	20	24	$\overline{4}$	7.66
Incl.			22	23	1	22.7
MWAC 886	6944250	435925	65	69	4	3.66
			73	76	3	3.93
Incl.			73	74	1	8.14
MWAC 893	6944350	435650	29	32	$\overline{3}$	62.1
incl.			30	31	1	178
MWAC 895	6944350	435700	10	$\overline{16}$	$\overline{6}$	2.19
MWAC 896 MWAC 897	6944350	435725	8 $\overline{7}$	$\overline{17}$ 18	$\overline{9}$ 11	3.71
Incl.	6944350	435750	8	9	1	6.44 16.50
MWAC 898	6944350	435775	$\overline{8}$	14	$\overline{6}$	3.56
MWAC 899	6944350	435800	$\overline{32}$	38EOH	$\overline{6}$	1.26
MWAC 900	6944350	435825	8	14	6	2.94
			37	40	3	8.00
Incl.			39	40	1	20.4
			43	44	1	28.9
			48	51EOH	3	1.18
MWAC 901	6944350	435850	35	39	$\overline{4}$	23.6
Incl.			35	36	1	85.3

Significant New Intersections Moolart Well - Lancaster Zone

Intercepts calculated using a 0.5g/t lower cut, no upper cut, maximum 2m internal dilution Holes drilled at 270 grid azimuth, -60° dip. EOH - end of hole

Lancaster Basement Mineralisation

Only a small portion of the drilling to date has tested the fresh rock below the base of weathering along the Lancaster zone. Where drilling has penetrated deep enough however, a sheeted vein system appears to be present, and carries significant gold grades. The system appears to be best developed in the more competent diorite/dolerite/basalt lithologies, although significant oxide mineralisation is also present over ultramafic rocks. Regis believes this 1.4 kilometre zone is highly prospective for significant gold mineralisation, and detailed drilling of this zone is ongoing.

Stirling Zone Mineralisation

Previous drilling results have indicated that a second zone of primary gold mineralisation exists bordering the south-western edge of the laterite resource, running N-NW parallel to the Lancaster Zone described above. This has been named the Stirling Zone, and is represented by broad low-grade gold intersections in fresh rock within which exist narrow, high-grade gold mineralisation zones. Various oxide zones are developed above the base of weathering in the saprolite and appear to occur at irregular intervals along the interpreted 1.1 kilometre length of the trend. Zones of greater oxide mineralisation density have been identified at 6944400mN and 6944900mN. Further drilling is planned in the oxide zones and in fresh rock beneath.

Significant rew intersections moolart rren - Strilliu Zone Hole No	Northing	Easting	From	70.	Inil	Gold
			m	m	m	olt
MWRC 244	6945200	435140	115	117		4.57
MWAC 824	6944800	435325	8	12		1.20
MWAC 825	6944800	435375		9		2.57
MWAC 828	6944900	435325	9	16		2.07
MWAC 829	6944900	435375	8	13	5	2.89
incl.			61	68		9.99
MWAC 839	6945400	435250	82	84		6.36

Cinnificant Now Interceptions Modert Well . Ctirling Zone

Moolart Well - Northern Areas

A number of significant results have been received from broad-spaced aircore drilling over various targets in the northern part of Moolart Well. This area is covered by laterite gold mineralisation currently within the stated resource, and these deeper mineralisation zones were discovered from the shallow laterite drilling. Little systematic drilling has occurred beneath the laterite zone. The new results presented below, from as much as 3 km north of the Lancaster zone, indicate that the mineralising system is still present in this area. An extensive follow up drilling program is underway.

Hole No	Northing	Easting	From m	To m	lní. m	Gold оW
MWAC 840	6945800	435725	68	69		12.0
			76	81	5	2.79
MWAC 842	6946000	435675	128	132	4	6.22
MWAC 845	6946100	435275	68	69		7.72
			74	75		3.57
			78	80	2	3.17
MWAC 847	6946400	435425	8	14	6	2.81
MWAC 850	6946700	435525	8	14	6	2.29
MWAC 860	6947100	435375	8	14	6	4.25
MWAC 864	6947100	435475	62	65	3	4.30
MWAC 866	6947300	435525	91	94	3	2.94
MWAC 870	6947400	435625	95	98	3	5.09
lncl.			95	96		13.0
MWAC 873	6947500	435425	71	73	$\overline{2}$	11.35

Significant New Intersections Moolart Well - Northern Areas

Moolart Well Laterite Resource

Previous exploration manager Newmont calculated a laterite resource over the Moolart well property in December 2003, based on all available drilling data at that time. The resource extends 4 kilometres north to south, has an average width of 500m, an average cover of 5m and an average thickness of 4m. The existing resource is summarised below:

Moolart Well Laterite, Inferred Resource at December 2003

Cut-Off Grade git Au	Million tonnes	Grade g/t Au	Contained gold koz
	15.9
ת ו	- 14	- 11
-8			355

Source: RSG 2003

Approximately 200 further holes have been drilled in the resource since that time, with over 150 of these drilled by Regis since 1 June 2005. This drilling has not significantly extended the area of the resource, but is likely to significantly extend the higher grade zones within the resource, and consequently increase the average grade and contained gold. For instance, in the southern Lancaster area around 6944300mN, intersections of over 10 metres at 4q/t gold are common where the laterite directly overlies the oxide mineralisation.

In addition, the 25m x 25m spaced drilling currently underway in the Lancaster area is likely to result in the movement of some resources from the inferred category into the indicated and measured categories.

Scoping Study Update

On 8 June 2005 Regis announced it was commencing a Scoping Study over the Moolart Well mineralisation, and the results are expected at the end of the calendar year. As part of this programme Regis has commenced resource calculation on the Lancaster laterite and oxide gold mineralisation drilled to date and although drilling is ongoing, preliminary results are expected to be available during the next quarter.

Duketon Resources

Erlistoun

A program of 16 aircore holes for 647m and 2 RC holes for 220m was completed on M38/407 at the Erlistoun resource to test for high-grade plunging shoots and possible northern extensions to the mineralisation. Results were generally of low tenor, with best intersection of 8m at 3.66 g/t gold from 56m in hole ERRC014.

Regional Exploration

During the quarter a number of regional gold targets were further explored principally by aircore drilling. Most of these properties are at an early stage of exploration. 138 holes for a total of 10,061m were drilled over all properties. Best results were 4m at 2.92 g/t gold from 40m in hole LWAC008 in the North Rosemont property. Several of the drill results obtained require follow-up programs.

In addition, 193 soil samples on 12 regional traverses were collected over E37/664 Welcome Well. A coherent gold anomaly over 350m with spot highs of 197 and 35ppb gold was delineated. Further work is planned over this anomalous area.

Project	tenement	No holes	metres
Little Well	E38/387		5,257
North Rosemont	E38/649	14	1,186
East Swansons	E38/653	14	790
Great White	P38/2951		115
German Well	E38/648	26	1,735
Top Well	E38/241

Burtville Group

Results for 134 soil samples collected over the southern part of E38/1199 in the Granny Smith-Karingal area returned elevated gold results up to 41ppb.

Copper Well Joint Venture (Regis earning 85% and manager)

The Copper Well Project is a joint venture between Regis and Mark Creasy with each party holding a 50% interest, as well as Regis holding 100% of a number of other tenements. Under the joint venture arrangements. Regis can increase its interest to 85%. During the quarter a program of aircore drilling was completed over E39/383 to test for gold mineralisation previously detected in the area. The prospect lies adjacent to the Keith-Kilkenny lineament. 13 holes for a total of 1,000m was drilled. Only weak gold grades to a maximum of 26ppb gold were obtained.

نسنا .	. ЧĐ. alisticists in alisticists .	. .	28
ا آے'	Lux

Melita Joint Venture (Regis earning 70% and manager)

The Melita Project is a joint venture between Regis and Great Gold Mines NL whereby Regis is earning a 70% equity in the licence areas. No field work was undertaken during the quarter.

CORPORATE

Newmont Transaction

On 9 March 2005 the Company announced that it had entered into a memorandum of understanding ("MOU") with Newmont to increase the Company's direct and indirect interests in the Rosemont Duketon and Duketon Region Joint Ventures (the "Duketon" Joint Ventures") located north of Laverton in the Eastern Goldfields of Western Australia to 59.2% from 20%.

Regis notified Newmont of its intention to become manager on 25 May 2005, and assumed the role of manager of most exploration activities. Completion of the transaction is still expected in the third quarter of 2005, and preparations for the general meeting of Regis shareholders to approve the transaction are well advanced.

The Exploration Access Agreement with Minara Resources Ltd terminated on 3 July 2005 in accordance with terms of that agreement.

The technical information in this report has been reviewed and approved by Mr D Walker who is a member of the Australasian Institute of Mining and Metallurgy and has more than 20 years experience in the industry.

Attached is a copy of the Company's Mining Exploration Entity Quarterly report in accordance with Listing Rule 5.3.

DA WALKER Managing Director 28 October 2005

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

REGIS RESOURCES N.L.

ABN

28 009 174 761

Quarter ended ("current quarter") 30 September 2005

Consolidated statement of cash flows

			Current quarter	YTD
	Cash flows related to operating activities		\$A'000	(3 Months)
				\$A'000
1.1	Receipts from product sales and related debtors
1.2	Payments for	(a) exploration and evaluation	(237)	(237)
		(b) development
		(c) production
		(d) administration	(310)	(310)
1.3	Dividends received
1.4		Interest and other items of a similar nature received	20	20
1.5	Interest and other costs of finance paid
1.6	Income taxes paid
1.7	Other (provide details if material)		(3)	(3)
	Net Operating Cash Flows		(530)	(530)
	Cash flows related to investing activities
1.8	Payment for purchases of:	(a) prospects
		(b) equity investments
		(c) other fixed assets	(36)	(36)
1.9	Proceeds from sale of:	(a) prospects
		(b) equity investments	3	3
		(c) other fixed assets
1.10 1.11	Loans to other entities
1.12	Loans repaid by other entities Other (provide details if material) See attached		(250)	(250)
	Net investing cash flows		(283)	(283)
1.13	forward)	Total Operating and investing cash flows (carried	(813)	(813)

⁺ See chapter 19 for defined terms.

Appendix 5B Mining exploration entity quarterly report

1.13	Total operating and investing cash flows (brought forward)	(813)	(813)
1.14 1.15 1.16 1.17 1.18 1.19	Cash flows related to financing activities Proceeds from issues of shares, options, etc. (NET) Proceeds from sale of forfeited shares Proceeds from borrowings Repayment of borrowings Dividends paid Other (provide details if material)
	Net financing cash flows
	Net increase (decrease) in cash held	(813)	(813)
1.20 1.21	Cash at beginning of quarter/year to date Exchange rate adjustments to item 1.20	2,091	2,091
1.22	Cash at end of quarter	1,278	1,278

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

сэ	Current quarter \$A'000
Aggregate amount of payments to the parties included in item 1.2	143
Aggregate amount of loans to the parties included in item 1.10	۰

1.23

• 1.24 Aggregate amount of loans to the parties include
• Explanation necessary for an understanding of the transactions 1.25

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

$2.2$ Details of outlays made by other entities to establish or increase their share in projects in which the reporting entity has an interest

$+$ 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
3.2	Credit standby arrangements

Estimated cash outflows for next quarter

	Total	120
4.2	Development	$\mathbf{w}$
	(excludes payments to joint venture partners)
4.1	Exploration and evaluation	120
		\$A'000

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	1,218	2,091
5.2	Deposits at call
5.3	Bank overdraft
5.4	Other (provide details) Term deposits held as security for rental guarantees	60
	Total: cash at end of quarter (item 1.22)	1,278	2.091

Changes in interests in mining tenements

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

Issued and quoted securities at end of current quarter

⁺ See chapter 19 for defined terms.

Appendix 5B Mining exploration entity quarterly report

.
Decembrica includes with all interest and any restauration or .
Dan hans salamhad a dha an dheas an an an an an an an an ail ail ail ail ail ail ail ail ail ail

	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	325,761,366	325,761,366
7.4	Changes during quarter
	(a) Increases through issues (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			Exercise price	Expiry date
	(description and conversion factor)	96,718,936 70,000	96,718,936	\$0.05	31 January 2014
		25,736,079	25,736,079	\$5.68 \$0.20	24 March, 2010 30 April, 2012
		38,970,230	38,970,230	\$0.10	30 October, 2012
7.8	Issued during quarter
7.9	Exercised during quarter
7.10	Expired during quarter
7.11	Debentures (totals only)
7.12	Unsecured notes (totals only)

Compliance statement

⁺ See chapter 19 for defined terms.

• $\mathbf{I}$ This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Law or other standards acceptable to ASX (see note 4).
• $\overline{2}$ This statement does give a true and fair view of the matters disclosed.

(Company Secretary)

Date: 28 October 2005

Print name: Peter J. Lee

Notes

Sign here:

• $\mathbf{I}$ 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.
• $\overline{2}$ 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 Appendix 5B has been prepared in accordance with the Australian equivalents to international financial reporting standards.
• 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.

MINING EXPLORATION ENTITY OUARTERLY REPORT

REGIS RESOURCES N.L. ABN 28 009 174 761 For Ouarter Ended 30.09.2005 (referred to in this Statement as the "Current Quarter")

ADDITIONAL INFORMATION

Item 1.12 Cash flows related to investing activities - Other

Payments to joint venture partners of \$209,000 being the Company's share of exploration expenditure and \$41,000 being preliminary company acquisition costs for the proposed purchase of a 49% interest in Newmont Duketon Pty Ltd.

Item 7.7 Options

Listed

25,736,079 options maturing April 30, 2012 at an exercise price of \$0.20 per option. The options are exercisable any time after January 1, 2002. Each option will convert to one fully paid ordinary share.

38,970,230 options maturing October 30, 2012 at an exercise price of \$0.10 per option. The options are exercisable any time after 1 July 2003. Each option convert to one fully paid ordinary share.

96,718,936 options maturing January 31, 2014 at an exercise price of \$0.05 per option. The options are exercisable any time. Each option convert to one fully paid ordinary share.

Unlisted

70,000 options maturing 24 March 2010, issued under the employee share option plan, have an exercise price of \$5.68 per option. Upon exercise, each option will convert to one fully paid ordinary share. These options cannot be exercised until after March 24, 2003 and only at that time, if the Company's share price on the ASX has increased by a factor of 20% over the share price at the date the options were issued.

⁺ See chapter 19 for defined terms.

REGIS RESOURCES N.L.

ACN 009 174 761

CHANGES IN INTERESTS IN MINING TENEMENTS

6.1 Interests in mining
tenements relinquished,
reduced or lapsed

Tenement reference	Nature of Interest (note(4))	Interest at beginning of quarter	Interest at end of quarter
ANGUS
$E$ 38/823	Surrendered	100.00%	$0.00\%$