REGIS RESOURCES LIMITED — Interim / Quarterly Report 2005

Jan 30, 2005

REPORT FOR THE QUARTER ENDED 31 DECEMBER 2004

INTRODUCTION

Regis Resources NL ("Regis" or "the Company") 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 (80% and manager, Regis 20%). Regis is also earning up to 70% equity and manages exploration on the Copper Well Joint Venture with Mr Mark Creasy, and the Melita Joint Venture with Great Gold NL (see the attached location diagram).

HIGHLIGHTS

• Interpretation of all Moolart Well project data continued;
• Gold reconnaissance exploration programs in the Collurabbie block continued;
• Previously discovered broad zones of low-grade gold mineralisation in the $\blacksquare$ Collurabbie block were further extended by aircore drilling and continue to warrant further follow-up work;
• Exploration rehabilitation programs continued, with over 7,600 drillholes audited or rehabilitated:
• Capital raising of \$3.5 million completed, before payment to Newmont Capital for the rovalty entitlement:
• Purchase of 20% entitlement to the 5% royalty payable on certain tenements in the Duketon Joint Venture area completed;

REVIEW OF OPERATIONS

Duketon Regional Joint Venture (Newmont 80% and manager, Regis 20%)

Moolart (E38/348)

Interpretation of drillhole, geochemical and geophysical data over the Moolart region, including the Moolart Well deposit area continued.

Rehabilitation of all RC drillsites was completed at Moolart involving the backfilling of sumps, ripping compacted areas and the removal of green bags. Green bags were also removed from 251 aircore holes. All PVC drill collars were plugged, but not cut and buried, for easier re-entry if required in the future. Access tracks were not ripped.

Rehabilitation	No. RC holes	No. AC Holes
Sumps Backfilled	40
Green bags Removed	230	251
Drillsite Ripped	270

Collurabbie Aircore Drilling

A total of 163 aircore holes for 12,653m were completed during the quarter and are summarised below.

Tenement	Joint Venture	Hole No.s	No. Holes	No. Metres
E38/464	Part A - Region	CRAC512-515	22	1,551
		CRAC535 - 537
		CRAC544 - 558
E38/1182	Part A - Region	CRAC577 - 580	4	316
E38/1413	Part A - Region	CRAC594 - 599	11	967
		CRAC630-634
E38/1436	Part A - Region	CRAC508-511	60	4.081
		CRAC516 - 534
		CRAC538-543
		CRAC559
		CRAC600 - 629
E38/423	Part B - Deleta	CRAC560 - 576	30	2,799
		CRAC581 - 593
E38/1308	Part B - Deleta	CRAC476-507	36	2,939
		CRAC635 - 638
Totals			163	12,653

In the Part A tenements the drilling targeted elevated gold in previous drilling and magnetic anomalies associated with thrusting on E38/464, 1182, 1436. Drilling on E38/1413 was testing the strike potential of a highly sericite altered, pyritic basalt. Final results were received with best gold results shown below.

Hole No	From	Tо	Int	Au g/t
CRAC548	120	124		0.99
CRAC548	128	132		0.10
CRAC578	48	52		0.20
CRAC594	52	56		0.10
CRAC612	60	64		0.20
CRAC632	72	76		0.14
CRAC632	92	94 EOH	◠	0.18

No significant nickel results were returned.

Results from 1m resamples returned the following best intersection.

Hole No	$-0.0000$ From	о	Inf	- 16 Au

Collurabbie Deleta JV Aircore Drilling

A total of 66 aircore holes for 5,738m were completed over the Deleta JV tenements during the quarter. The drilling targeted elevated gold results situated west of the main N-S trending ultramafic unit on E38/423 and the northern and eastern margin of an internal granitoid on E38/1308. Results include;

Hole No	From	To	Int	Au g/t
CRAC479	72	76	4	0.23
CRAC480	44	48	4	0.48
CRAC481	72	80	8	0.26
CRAC484	20	24	4	0.71
CRAC484	36	40	$\overline{4}$	0.72
CRAC484	52	64	12	0.39
Incl.	56	60	4	0.86
CRAC486	40	44	4	0.15
CRAC486	48	56	8	0.15
CRAC490	60	63 EOH	$\overline{3}$	0.26
CRAC491	36	56	20	0.22
CRAC499	76	80	4	0.18
CRAC504	56	60	4	0.12
CRAC504	80	84	$\overline{4}$	0.15
CRAC506	48	52	4	0.20
CRAC581	44	48	4	0.73
CRAC586	64	68	$\overline{4}$	0.36
CRAC587	48	56	8	0.16
CRAC587	60	68	8	1.59
Incl.	60	64	4	2.22
CRAC588	16	20	4	0.31
CRAC588	68	72	$\overline{4}$	0.14
CRAC589	76	80	4	0.29
CRAC589	88	90	$\overline{4}$	0.10
CRAC590	60	64	4	0.26
CRAC635	52	56	$\overline{4}$	0.34
CRAC636	20	68	48	0.36
Incl.	64	68	4	1.33
CRAC636	76	80	4	0.10
CRAC637	28	36	8	0.16
CRAC637	72	76	4	0.13
CRAC637	84	96	$\overline{12}$	0.29

These gold results all coincide with a NE trending "open" 700m zone at the contact between an internal granite and dolerite/shale units. Whilst high gold grades have not been intersected, the broad low grade intervals associated with haematite-epidotepyrite alteration in the granite warrant further work.

Resamples of the above intervals were taken and analysed for Au, Pt and Pd. All results have been received and are summarised below.

Hole No	From	Tо	Int	Au g/t
CRAC484	37	38		1.46
CRAC484	56	59	3	1.10
CRAC490	62	63 EOH		0.63
CRAC491	40	41		1.14
CRAC587	60	61		8.45
CRAC587	65	67	2	1.00
CRAC588	16	17		2.85
CRAC636	26	27		0.90

CRAC636	36	60	24	0.35
incl	36	37		1.95
incl		48		1.11
incl	51	53		0.95
CRAC636	65	67		1.43
CRAC637	91	93		0.90
CRAC637	88	96		0.44

No significant PGE results were returned.

A summary of nickel results with associated elevated copper are given below.

Hole No	From	Tо	Int	Ni ppm	Cu ppm
CRAC562	40	44		3170	146
CRAC563	52	56		3230	156
CRAC563	56	60	4	3890	134
CRAC563	60	64		3980	95
CRAC563	64	68	4	6730	28
CRAC563	68	72		7920	47
CRAC563	72	76		6250	62
CRAC569	28	32		5520	96
CRAC569	32	36		8120	66

As previously reported a total of 145 aircore holes for 13,301m were completed in the Collurabbie region testing structural, geochemical and geophysical targets during the September quarter. Of these, 85 holes were drilled in the Part A tenements and the remaining 60 in the Part B Deleta JV area. Gold assays for these holes were reported in the September quarterly report.

All base metal results of the drilling have now been received. A summary of elevated nickel values with associated copper values is given below.

Hole No	From	То	Int	Ni ppm	Cu %	Description
CRAC344	24	52	28	0.22	0.011	Saprolite - talc schist
CRAC345	40	64	24	0.49%	$0.002$ (max)	Saprolite - peridotite
CRAC468	20	44	24	68	0.06	Saprolitic clay
Incl	24	28	4	63	0.12	Saprolitic clay
CRAC469	24	104	80	-57	0.05	Saprolitic clay
Incl	28.	32	4	100	0.11	Saprolitic clay
CRAC472	80	100	20	351	0.06	Saprolite - basalt

Rehabilitation

Rehabilitation of all historic diamond/RC/RAB/aircore/vacuum drillholes over all Deleta JV tenements (E38/419, 423, 1307, 1308) was completed. This involved locating all previous drillholes, cutting/plugging/burying PVC collars, plugging open holes, removal/burial of plastic bags and ripping of compacted drillsites where necessary. A total of 3,702 holes were examined.

Collurabbie Reconnaissance (E38/1596)

Ground reconnaissance was completed over tenement E38/1596 in the far SE region of the Collurabbie Project, where the aeromagnetic response suggested the presence

of greenstone lithologies rather than granite, as shown on regional maps. Field checking identified a "thin skin" of greenstone (amphibolite, BIF, ferruginous laterite) over massive granite. Two soil lines (23 samples) and nine rockchip samples were collected returning maximum gold results of 6 ppb and 35 ppb Au respectively. No further work is required.

Collurabbie Reconnaissance (E38/1073)

Ground reconnaissance was completed over two bullseye aeromagnetic anomalies on ELA38/1073. No outcrop was found, however four calcrete samples and three lag samples were collected from over the top of the features. Maximum gold results of 10 ppb were returned from the calcrete samples and 5 ppb from the lag samples. These targets should be followed up when the tenement is granted.

Duketon Central Aircore Drilling

A total of 120 aircore holes for 5,743m were completed at Campervan (E38/381) and Combi (E38/1184) during the month and are summarised below. The drilling was targeting NNW trending axial planar shears associated with the major Christmas Well domal structure.

Tenement	Joint Venture	Hole No.s	No. Holes	No. Metres
E38/381	Part A - Region	CVAC038 - 112		2.250
E38/1184	Part A - Region	COAC021 - 065	45	3.493
Total			120	5.743

Results have been received with best intersections given below.

Hole No	From	To	Int	Au g/t
CVAC054		11 EOH	3	0.12
CVAC055	20	24		0.11
CVAC062	12	13 EOH		0.47
CVAC084				0.28
CVAC084	20	24		0.17
CVAC089	20	24		0.12
COAC058	63	64		0.02

Mt Zephyr (E37/706, E39/898, 899, 924)

The JV agreement was signed with Regal Resources (no relation to Regis Resources NL) on the 23^rd of December.

Gilga Well (M38/413-415)

No work was conducted during the quarter.

German Well JV

A total of 11 aircore holes for 848m were completed at German Well (E38/648) and are summarised below. The drilling was targeting a major flexure associated with the fault contact between sediments and basalt.

enement	Hole No.s.	No. Holes L	No. Metres I
F38/648	$1 - 0.37$

Results from the aircore drilling were generally low returning a maximum value of 4m @ 54 ppb Au from 20m in GMAC028.

Murphy Hills, King John (E38/559)

Aircore Programme

A total of 71 aircore holes for 3,881m were completed over E38/559 during the quarter and are summarised below. The drilling tested a regional flexure in the granite/greenstone contact in the west of the tenement and a major N-S trending fault to the south of the King John prospect.

Tenement	Hole No.s	No. Holes I	No. Metres
E38/559	KJAC067-072		3.881
	KJAC080 - 144

Final results were received with best gold results shown below.

Hole No	From	Γo	Int	Au g/t
KJAC110		16		າຊ
KJAC115	68	70		$\sim$

Results were generally disappointing and have downgraded the targets.

Rehabilitation

Rehabilitation of all historic RAB/aircore/RC/diamond drillsites was completed over the entire Murphy Hills JV (E38/559) including the King John resource. This work involved the backfilling of sumps, the removal of green bags, ripping of sample piles, ripping compacted areas and the plugging of open holes. All PVC drill collars were plugged, but not cut and buried. Access tracks were not ripped. A total of 1.799 holes were examined.

Top Well JV

Rehabilitation of all historic diamond/RC/RAB/aircore drillholes over all Top Well JV tenements (E38/241, 510, 511) was completed. This involved locating all previous drillholes, cutting/plugging/burying PVC collars, plugging open holes, removal/burial of plastic bags and ripping of compacted drillsites where necessary. A total of 831 holes were examined.

North Laverton

Aircore Programme

A total of 13 aircore holes for 511m were completed at Swansons (E38/379) and are summarised below. The drilling targeted elevated gold results in soil sampling.

enement	Hole No.s.	No. Holes L	No. Metres
		, , ೆ

Final results were received for all Swansons aircore holes with a maximum gold value of 31 ppb returned.

Rehabilitation

Rehabilitation of all historic RAB/RC/diamond drillsites was completed over M38/303. (including the Dogbolter resource), M38/316 and M38/317. This work involved the backfilling of sumps, the removal of green bags, ripping of sample piles, ripping compacted areas and the plugging of open holes. All PVC drill collars were plugged, but not cut and buried. Access tracks were not ripped. A total of 1,273 holes were examined.

Rosemont Duketon Joint Venture (M38/237, 250, 319, 343, 344) (Newmont 80.31% and manager. Regis 19.69%)

A submission to the DoIR regarding a rehabilitation plan for the waste dump at the Christmas Well site was made on the 17^th December. The submission was prepared by Outback Ecology Services and outlined the terms of the NOI for M38/343 and made recommendations for further material testing before developing a final closure strategy inconjunction with the DoIR. A second draft of the "Decommissioning Plan for Baneygo Tailings Storage Facility" by Outback Ecology Services was received.

Copper Well Joint Venture (Regis manager, earning 70%)

No work was undertaken during the quarter.

Melita Joint Venture (Regis manager, earning 70%)

No work was undertaken during the quarter.

Other Exploration (Regis 100%)

No work was undertaken during the quarter.

CORPORATE

As previously announced to the ASX, the Company raised \$3.5 million of new equity at \$0.11 per share on 20 December 2004. The shares were placed to Newmont Capital Pty Ltd, clients of several Australian stockbrokers and with other professional investors.

As also previously announced, the Company purchased its 20% entitlement of the 5/6ths of the 6% royalty payable on a number of the tenements in the Duketon Joint Venture area from Newmont Capital Pty Ltd.

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.

and a series of the series of the series of the series of the series of the series of the series of the series of the series of the series of the series of the series of the series of the series of the series of the series

DA WALKER Managing Director 31 January 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") 31 December 2004

Consolidated statement of cash flows

			Current quarter	YTD
	Cash flows related to operating activities		\$A'000	(6 Months)
				\$A'000
1.1	Receipts from product sales and related debtors
1.2	Payments for	(a) exploration and evaluation	(57)	(240)
		(b) development
		(c) production
		(d) administration	(221)	(258)
1.3	Dividends received
1.4		Interest and other items of a similar nature received	10	14
1.5	Interest and other costs of finance paid
1.6	Income taxes paid
1.7	Other (provide details if material) GST refund		28	54
	Net Operating Cash Flows		(240)	(430)
	Cash flows related to investing activities
1.8	Payment for purchases of:	(a) prospects
		(b) equity investments
		(c) other fixed assets	(6)	(6)
1.9	Proceeds from sale of:	(a) prospects
		(b) equity investments
		(c) other fixed assets
1.10	Loans to other entities		(147)	(147)
1.11	Loans repaid by other entities
1.12	Other (provide details if material)		(216)	(599)
	Net investing cash flows		(369)	(752)
1.13		Total Operating and investing cash flows (carried	(609)	(1, 182)
	forward)

$\div$ See chapter 19 for defined terms.

Appendix 5B Mining exploration entity quarterly report

1.13	Total operating and investing cash flows (brought forward)	(609)	(1, 182)
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. Proceeds from sale of forfeited shares Proceeds from borrowings Repayment of borrowings Dividends paid Other (provide details if material)	2,672	5,594 202 (1,587)
	Net financing cash flows	2,672	4,209
	Net increase (decrease) in cash held	2,063	3,027
1.20 1.21	Cash at beginning of quarter/year to date Exchange rate adjustments to item 1.20	971	7
1.22	Cash at end of quarter	3,034	3,034

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
Aggregate amount of payments to the parties included in item 1.2	20
Aggregate amount of loans to the parties included in item 1.10	$\overline{\phantom{a}}$

1.24 Aggregate amount of loans

1.23

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

See attached

$2.2$ 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		$\sim$

Estimated cash outflows for next quarter

	Total	400
4.2	Development	$\mathcal{M}$
4.1	Exploration and evaluation	400
		\$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	3.034	971
5.2 Deposits at call	$\star$
5.3 Bank overdraft
5.4 Other (provide details)	$\star$
Total: cash at end of quarter (item 1.22)	3,034	971

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
6.2	Interests in mining tenements acquired or increased

⁺ 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 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	+Ordinary securities	325,761,366	325,761,366
7.4	Changes during quarter
	(a) Increases through issues	800,000 31,818,181	800,000 31,818,181	5 cents 11 cents	5 cents 11 cents
	(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	96,718,936	96,718,936	Exercise price \$0.05	Expiry date 31 January 2014
	conversion factor)	70,000 25,736,079	25,736,079	\$5.68 \$0.20	24 March, 2010 30 April, 2012
7.8	Issued during quarter	38,970,230	38,970,230	\$0.10	30 October, 2012
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

• This statement has been prepared under accounting policies which comply with $\mathbf{I}$ 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.

Sign here:

(Company Secretary)

Date: 31 January 2005

Print name: Peter J. Lee

Notes

• $\mathbf{I}$ 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.
• $\overline{3}$ 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.
• The definitions in, and provisions of, AASB 1022: Accounting for Extractive Industries 4 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.

MINING EXPLORATION ENTITY QUARTERLY REPORT

REGIS RESOURCES N.L. ABN 28 009 174 761 For Ouarter Ended 31.12.2004 (referred to in this Statement as the "Current Quarter")

ADDITIONAL INFORMATION

Item 1.7 Other

During the December 2004 Ouarter monies were received for GST refund of \$28,000.

Item 1.10 Loan to other entities

Payment to joint venture partner for Company's share of performance bonds on exploration and mineral licences.

Item 1.12 Cash flows related to investing activities - Other

Payments to joint venture partners being the Company's share of exploration expenditure.

Item 2.1 Non-cash financing and investing activities

An issue of 6,202,000 fully paid ordinary shares for an assignment of a portion of an interest in a royalty agreement.

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, 2003. 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.

⁺ See chapter 19 for defined terms.

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.

$\div$ See chapter 19 for defined terms.