REGIS RESOURCES LIMITED — Interim / Quarterly Report 2011

Apr 13, 2011

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, 01/06/10.

Name of entity

Regis Resources Limited

ABN 28 009 174 761	Quarter ended (“current quarter”)
28 009 174 761	31 March 2011

Consolidated statement of cash flows

Cash flows related to operating activities 1.1 Receipts from product sales and related debtors 1.2 Payments for: (a) exploration & evaluation (b) development (c) production (d) administration 1.3 Dividends received 1.4 Interest and other items of a similar nature received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Other (provide details if material) - R&D rebate received Net Operating Cash Flows*	Current quarter $A’000	Year to date (9.months) $A’000
	27,449 (4,565) (4,231) (14,588) (443) - 179 (450) - -	61,535 (13,130) (27,166) (32,892) (2,871) - 406 (1,776) - 294
	3,351	(15,600)
Cash flows related to investing activities 1.8 Payment for purchases of: (a) prospects (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 1.13 Total operating and investing cash flows (carried forward)	- - (499) - - - - - -	- - (1,585) - - - - - -
	(499)	(1,585)
	2,852	(17,185)

* includes capitalised pre‐production expenditure for the period.

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

	Current quarter $A’000	Year to date (9.months) $A’000
1.13 Total operating and investing cash flows (brought forward)	2,852	(17,185)
Cash flows related to financing activities 1.14 Proceeds from issues of shares, options, etc. 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 (provide details if material) - Share issue costs - Finance lease payments Net financing cash flows	549 - - - - (2) (58)	8,772 - 15,488 - - (58) (119)
	489	24,083
Net increase (decrease) in cash held 1.20 Cash at beginning of quarter/year to date 1.21 Exchange rate adjustments to item 1.20 1.22 Cash at end ofquarter*	3,341 13,098 -	6,898 9,541 -
	16,439	16,439

• Not included is gold on hand at end of quarter of 8,332oz at $1,376.37 for $11.5 million.

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

related entities
1.23 Aggregate amount of payments to the parties included in item 1.2 1.24 Aggregate amount of loans to the parties included in item 1.10	Current quarter $A'000
	141
	-
1.25 Explanation necessary for an understanding of the transactions

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

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.

Financing facilities available

Add notes as necessary for an understanding of the position.

	3.1 Loan facilities 3.2 Credit standby arrangements	Amount available $A’000	Amount used $A’000
		45,000	30,358
		-	-

Estimated cash outflows for next quarter

4.1 Exploration and evaluation 4.2 Development 4.3 Production 4.4 Administration	$A’000
	3,709
	11,839
	12,471*
	773
Total	28,792

• Does not include any receipts from operations. The Duketon Gold Project is forecast to be cashflow positive in the June quarter.

Reconciliation of cash

Reconciliation of cash
Reconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to therelateditemsinthe accountsis asfollows.	Current quarter $A’000	Previous quarter $A’000
5.1 Cash on hand and at bank 5.2 Deposits at call 5.3 Bank overdraft 5.4 Other (provide details)	16,439	13,098
	-	-
	-	-
	-	-
Total: cash at end of quarter(item 1.22)**	16,439	13,098

** Not included is gold on hand at end of quarter of 8,332oz at $1,376.37 for $11.5 million. (Previous quarter: 6,206oz at $1,352.54/oz for $8.4 million)

• See chapter 19 for defined terms.

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Changes in interests in mining tenements

6.1 Interests in mining tenements relinquished, reduced or lapsed 6.2 Interests in mining tenements acquired or increased	Tenement reference	Nature of interest (note (2))	Interest at beginning ofquarter	Interest at end of quarter
	E38/1345 E38/1407 E38/1408 E38/2000 P38/3432 P38/3434 P38/3435 G38/27 G38/28 E38/1098	Expired Expired Expired Expired Expired Expired Expired Withdrawn Withdrawn Partial Surrender	100% 100% 100% 100% 100% 100% 100% 100% 100% 100%	0% 0% 0% 0% 0% 0% 0% 0% 0% 100%
	L38/181 L38/182 M38/1251 P38/3096	Granted Granted Granted Granted	100% 100% 100% 100%	100% 100% 100% 100%

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	Numberquoted	Issue price per security (see note 3)	Amount paid up per security (see note 3)
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 7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs	431,150,415	431,150,415	-	-
	1,096,500 -	1,096,500 -	$0.5000 -	$0.5000 -

• See chapter 19 for defined terms.

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	Total number	Numberquoted	Issue price per security (see note 3)	Amount paid up per security (see note 3)
7.5 +Convertible debt securities 7.6 Changes during quarter (a) Increases through issues (b) Decreases through securities matured, converted	-	-	-
	- -	- -	- -
7.7 Options (description and conversion factor) 7.8 Issued during quarter 7.9 Exercised during quarter 7.10 Expired during quarter	7,389,513 2,576,611 3,897,023 40,000 442,500 142,500 10,000,000 90,000 2,150,000 2,625,000 1,100,000	7,389,513 2,576,611 3,897,023 - - - - - - - -	Exercise price $0.5000 $2.0000 $1.0000 $1.1165 $0.8885 $0.9509 $0.7665 $0.1348 $0.4205 $1.0000 $2.2300	Expiry date 31 Jan. 2014 30 Apr. 2012 31 Oct. 2012 31 Oct. 2011 15 Jun. 2012 15 Jun. 2012 21 Dec. 2013 4 Feb. 2014 30 Jun. 2014 29 Sep. 2014 29 Apr. 2015
	1,100,000	-	$2.2300	29 Apr. 2015
	1,096,500	1,096,500	$0.5000	31 Jan. 2014
	-	-	-	-
7.11 Debentures (totals only)	-	-
7.12 Unsecured notes(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 ~~/does not*~~ (delete one) give a true and fair view of the matters disclosed.

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Sign here: Date: 14 April 2011 ( ~~Director/~~ Company secretary)

Print name:

Kim Massey

• See chapter 19 for defined terms.

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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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