ROX RESOURCES LIMITED

27 MAY 2014

==> picture [103 x 51] intentionally omitted <==

ASX ANNOUNCEMENT

MUSKET DRILLING UPDATE

ASX: RXL

Address: Level 1 30 Richardson Street WEST PERTH WA 6005

PO Box 1167 West Perth WA 6872

Ph: (61 8) 9226 0044 Fax: (61 8) 9325 6254 Email: [email protected]

Web: www.roxresources.com.au

ABN: 53 107 202 602

Projects:

Mt Fisher: nickel-gold (100%)

Reward: zinc-lead (49%)

Bonya: copper-silver (earning up to 70%)

Diamond drilling continues to intersect thick intervals of potentially ore grade nickel sulphide mineralisation
16.9m @ 2.0% Ni, including 6.6m @ 2.6% Ni
7.7m @ 1.8% Ni, including 3.0m @ 2.4% Ni
Mineralised zone now drilled to 300m below surface and still open to the north, south and at depth

Rox Resources Limited ( ASX: RXL ) (“ Rox ” or “ the Company ”) is pleased to report further solid drilling results from its diamond drilling program currently underway at the Musket nickel sulphide prospect near Mt Fisher, 500km north of Kalgoorlie, Western Australia.

Rox Managing Director, Mr Ian Mulholland said, “The latest results from Musket confirm that we have identified a coherent body of nickel sulphide mineralisation down to 300m depth that we haven’t closed off yet. True widths in some holes are over 10m thick and have grades of 2.0% Ni or better. These results augur well for the estimation of a significant maiden resource later this year.”

The suite of results from Musket to date is impressive, and includes these new results:

9.0m @ 1.9% Ni from 268.0m in hole MFED045

==> picture [141 x 193] intentionally omitted <==

2.9m @ 1.6% Ni from 270.0m, and
0.3m @ 13.3% Ni from 265.2m in hole MFED046
7.4m @ 1.9% Ni from 295.6m, including

1.4m @ 2.5% Ni from 295.6m, and

3.1m @ 2.2% Ni from 299.9m in hole MFED047

9.6m @ 1.2% Ni from 311.5m, including
2.5m @ 2.1% Ni from 311.5m in hole MFED048
16.9m @ 2.0% Ni from 352.1m, including

6.6m @ 2.6% Ni from 358.0m in hole MFED049

7.7m @ 1.8% Ni from 361.0m, including
3.0m @ 2.4% Ni from 363.0m in hole MFED050

RRL1330D-IM

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

As well as previously announced RC and diamond drilling results, such as:

17m @ 2.2% Ni , including

4m @ 3.2% Ni from 214m in hole MFEC059

14m @ 1.5% Ni from 191m in hole MFEC064

17m @ 2.2% Ni , including

2m @ 8.1% Ni from 227m in hole MFEC065

15.0m @ 2.7% Ni , including

0.9m @ 19.5% Ni from 264.7m in hole MFED042

16.2m @ 2.8% Ni , including

0.8m @ 19.0% Ni from 305.1m in hole MFED043, and

15.9m @ 2.1% Ni from 248.0m, including

10.2m @ 2.6% Ni from 252.2m in hole MFED044

Downhole EM surveying is being conducted in holes MFED047, 049 and 050. EM surveying has proved to be a valuable targeting tool and the results of this survey will be used in assist in future drill hole locations.

“The mineralisation we are delineating at Musket is much thicker than the 1.6Mt at 2.2% Ni (ASX:RXL 3 October 2013) Camelwood deposit 2km to the north. While Camelwood is a very good deposit, Musket is shaping up to add significant new tonnes to our overall project resource.”

“In particular, the massive sulphide zone at Musket consistently shows grades between 13% and 19% Ni, and the matrix and disseminated zones are generally 1.5% to 3.5% Ni. We’re starting to build a solid resource base now, and that bodes well for future project development” Mr Mulholland said.

Diamond drilling is ongoing, with further results anticipated over the coming weeks.

ENDS

For more information:

Shareholders/Investors

Ian Mulholland Managing Director Tel: +61 8 9226 0044 [email protected]

Media

Tony Dawe / Belinda Newman Professional Public Relations Tel: + 61 8 9388 0944 [email protected] / [email protected]

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

Table 1: Musket Diamond Drilling Assay Results

Hole	East	North	Depth (m)	Dip	Azimuth	From (m)	To (m)	Interval	Ni%	m%
MFED042	356611	7033879	319.4	-62	268	264.7	279.7	15.0	2.72	40.8
		Including				264.7	265.6	0.9	19.5
MFED043	356611	7033879	355.0	-68	275	305.1	321.3	16.2	2.84	46.0
		Including				305.1	305.9	0.8	19.0
MFED044	356620	7033840	292.0	-59	270	248.0	263.9	15.9	2.12	33.7
		Including				252.2	262.4	10.2	2.60
MFED045	356620	7033840	307.0	-66	266	268.0	277.2	9.2	1.87	17.2
MFED046	356670	7033800	330	-56	266	265.2	265.5	0.3	13.3	8.5
		And				270.0	272.9	2.9	1.57
MFED047	356670	7033800	350	-63	268	295.6	303.0	7.4	1.90	14.1
		*Including*				*295.6*	*297.0*	*1.4*	*2.50*
		*Including*				*299.9*	*303.0*	*3.1*	*2.24*
MFED048	356600	7033920	352.2	-70	270	311.5	321.1	9.6	1.22	11.7
		*Including*				*311.5*	*314.0*	*2.5*	*2.10*
MFED049	356600	7033920	401.8	-78	248	352.1	369.0	16.9	2.03	34.3
		*Including*				*358.0*	*364.6*	*6.6*	*2.59*
MFED050	356700	7033880	401.6	-61	262	361.0	368.7	7.7	1.79	13.9
		*Including*				*363.0*	*366.0*	*3.0*	*2.37*
MFED051	356450	7034600	450	-64	269	Pending
MFED052	356600	7033920	300	-60	270	Pending

Diamond Drill holes MFED042 to MFED044 (Table 1) have been reported previously (ASX:RXL 28 April 2014 and 6 May 2014).

Notes to Tables:

New results shown in bold .
Grid coordinates GDA94: Zone 51, collar positions determined by hand held GPS.
All holes nominal RL 542 +/- 1m AHD estimated from regional Digital Elevation Model.
Hole azimuths planned to be 270 degrees, but downhole deviations may result in hole paths slightly different to those intended.
RC drilling (hole prefix MFEC) by reverse circulation face sampling hammer, then 1 metre samples cone split and bagged.
Diamond drilling (hole prefix MFED) by HQ/NQ diamond core, with core cut in half and sampled to either significant geological boundaries or even metre intervals.
Diamond drill samples weighed in water and air to determine bulk density, and then crushed to 6.5mm
3-5kg sample preparation by pulp mill to nominal P80/75um.
Ni analysis by Intertek Genalysis Perth method 4A/OE: Multi-acid digest including Hydrofluoric, Nitric, Perchloric and Hydrochloric acids in Teflon Tubes. Analysed by Inductively Coupled Plasma Optical (Atomic) Emission Spectrometry. For higher precision analyses (e.g. Ni > 1%), Intertek Genalysis Perth method 4AH/OE: Modified (for higher precision) multi-acid digest including Hydrofluoric, Nitric, Perchloric and Hydrochloric acids. Analysed by Inductively Coupled Plasma Optical (Atomic) Emission Spectrometry.
Certified Reference Standards and field duplicate samples were inserted at regular intervals to provide assay quality checks. Review of the standards and duplicates are within acceptable limits.
Cut-off grade for reporting of 1% Ni with up to 2m of internal dilution allowed.
Given the angle of the drill holes and the interpreted 60-65 degree easterly dip of the host rocks, reported intercepts will be slightly more than true width.
NSR = No Significant Result. Pending = Results not yet received from the laboratory.
3 -

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

Table 2: Musket & Cannonball RC Drilling Assay Results

Hole	East	North	Depth (m)	Dip	Azimuth	From (m)	To (m)	Interval	Ni%	m%	Prospect
MFEC034	356530	7033411	127	-60	270	NSR					Musket
MFEC035	356484	7033605	104	-60	270	NSR					Musket
MFEC036	356463	7033793	144	-60	270	55	64	9	1.32	11.8	Musket
MFEC037	356469	7033994	159	-60	270	129	132	3	3.13	9.4	Musket
including						129	131	2	4.01
MFEC038	356379	7034195	149	-60	270	NSR					Cannonball
MFEC039	356293	7034398	150	-60	270	NSR					Cannonball
MFEC040	356528	7033800	150	-60	270	129	136	7	1.84	12.9	Musket
MFEC041	356555	7033595	116	-60	270	NSR					Musket
MFEC042	356220	7034600	150	-60	270	114	119	5	2.03	10.2	Cannonball
MFEC043	356186	7034699	164	-65	270	128	130	2	2.36	4.7	Cannonball
MFEC044	356037	7034435	99	-60	270	NSR					Cannonball
MFEC045	356246	7034500	110	-60	270	84	88	4	2	8.0	Cannonball
MFEC046	356500	7033900	180	-60	270	NSR					Musket
MFEC047	356555	7033700	143	-60	270	126	127	1	1.04	1.0	Musket
MFEC048	356570	7033800	216	-60	270	176	189	13	1.93	25.0	Musket
including						180	185	5	2.55
MFEC049	356270	7034600	186	-60	270	158	163	5	2.34	11.7	Cannonball
including						159	160	1	3.19
and						162	163	1	4.61
MFEC052	356238	7034700	200	-60	270	176	177	1	4.53	4.5	Cannonball
MFEC053	356315	7034600	210	-60	270	199	200	1	4.19	4.2	Cannonball
MFEC054	356290	7034500	150	-60	270	NSR					Cannonball
MFEC055	356610	7033800	248	-60	270	220	231	11	1.77	19.4	Musket
including						225	228	3	2.35
MFEC056	356550	7033750	158	-60	270	127	133	6	1.49	9.0	Musket
MFEC057	356592	7033753	208	-60	270	188	189	3	1.54	4.6	Musket
MFEC058	356606	7033706	208	-60	270	185	186	1	1.34	1.3	Musket
MFEC059	356592	7033847	243	-60	270	214	231	17	2.22	37.7	Musket
including						214	218	4	3.19
including						215	216	1	6.23
and						225	229	4	2.50
MFEC063	356200	7034800	203	-60	270	189	190	1	3.00	3.0	Cannonball
MFEC064	356554	7033851	218	-60	270	191	205	14	1.52	21.3	Musket
MFEC065	356577	7033881	258	-57	270	227	244	17	2.17	36.9	Musket
including						227	235	8	3.34
including						227	229	2	8.14

RC Drill holes MFEC034 to MFEC065 (Table 2) have been reported previously (ASX:RXL 6 March 2014 and 27 March 2014).

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

==> picture [454 x 561] intentionally omitted <==

Figure 1: Musket Drill Plan

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

==> picture [456 x 555] intentionally omitted <==

Figure 2: Musket Long Section

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

==> picture [344 x 497] intentionally omitted <==

Figure 3: Musket Drill Cross Section 7033880N

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

==> picture [344 x 497] intentionally omitted <==

Figure 4: Musket Drill Cross Section 7033840N

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

==> picture [344 x 394] intentionally omitted <==

Figure 5: Musket Drill Cross Section 7033800N

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

About Rox Resources

Rox Resources Limited is an emerging Australian minerals exploration company. The company has four key assets at various levels of development with exposure to gold, nickel, zinc, lead, copper and phosphate, including the Mt Fisher Gold Project (WA), Myrtle/Reward Zinc-Lead Project (NT), the Bonya Copper Project (NT) and the Marqua Phosphate Project (NT).

Mt Fisher Gold-Nickel Project (100% + Option to Purchase $3.6 million)

The Mt Fisher gold project is located in the highly prospective North Eastern Goldfields region of Western Australia and in addition to being well endowed with gold the project hosts strong nickel potential. The total project area is 655km[2] , consisting of a 485km[2] area 100% owned by Rox and an Option to purchase 100% of a further 170km[2] .

Recent drilling at the Camelwood nickel prospect has defined a JORC 2012 Mineral Resource (ASX:RXL 3 October 2013) of 1.6Mt grading 2.2% nickel reported at 1.0% Ni cut-off (Indicated Mineral Resource: 0.6Mt grading 2.4% Ni, Inferred Mineral Resource: 1.0Mt grading 2.1% Ni) comprising massive and disseminated nickel sulphide mineralisation, and containing 34,600 tonnes of nickel. A higher grade core of 520,000 tonnes grading 3.1% nickel reported at a 2.5% Ni cut-off (Indicated Mineral Resource: 240,000 tonnes grading 3.2% Ni, Inferred Mineral Resource: 280,000 tonnes grading 3.0% Ni) is present. The mineralisation is still open in all directions. The nickel Mineral Resource occurs partly on tenements under Option to Purchase to Rox, with an exercise price payable as follows: $1.1 million by 30 June 2014, $0.2 million by 31 December 2014, and $2.3 million by 30 June 2015.

Drilling by Rox has also defined numerous high-grade gold targets and a JORC 2004 Measured, Indicated and Inferred Mineral Resource (ASX:RXL 10 February 2012) of 973,000 tonnes grading 2.75 g/t gold reported at a 0.8 g/tAu cut-off exists for 86,000 ounces of gold (Measured: 171,900 tonnes grading 4.11 g/t Au, Indicated: 204,900 tonnes grading 2.82 g/t Au, Inferred: 596,200 tonnes grading 2.34 g/t Au) aggregated over the Damsel, Moray Reef and Mt Fisher deposits.

Reward Zinc-Lead Project (49% + Farm-out Agreement)

Rox has signed an Earn-In and Joint Venture Agreement with Teck Australia Pty Ltd. (“Teck”) to explore its highly prospective 670km[2] Myrtle/Reward zinc-lead tenements, located 700km south-east of Darwin, Northern Territory, adjacent to the McArthur River zinc-lead mine.

The Myrtle zinc-lead deposit has a current JORC 2004 Mineral Resource (ASX:RXL 15 March 2010) of 43.6 Mt @ 5.04% Zn+Pb reported at a 3.0% Zn+Pb cut-off (Indicated: 5.8 Mt @ 3.56% Zn, 0.90% Pb; Inferred: 37.8 Mt @ 4.17% Zn, 0.95% Pb).

Recent drilling at the Teena zinc-lead prospect intersected 26.4m @ 13.3% Zn+Pb including 16.2m @ 17.2% Zn+Pb, and 20.1m @ 15.0% Zn+Pb including 12.5m @19.5% Zn+Pb , and together with historic drilling has defined significant high grade zinc-lead mineralisation over a strike length of at least 1.5km.

Under the terms of the Agreement, Teck has now met the expenditure requirement for a 51% interest, with Rox holding the remaining 49%. Teck has elected to increase its interest in the project to 70% by spending an additional A$10m (A$15m in total) by 31 August 2018 (ASX:RXL 21 August 2013).

Bonya Copper Project (Farm-in Agreement to earn up to 70%)

In October 2012 Rox signed a Farm-in Agreement with Arafura Resources Limited to explore the Bonya Copper Project located 350km east of Alice Springs, Northern Territory. Outcrops of visible copper grading up to 34% Cu and 27 g/t Ag are present. Under the Agreement Rox can earn a 51% interest in the copper, lead, zinc, silver, gold, bismuth and PGE mineral rights at Bonya by spending $500,000 within the first two years. Rox can then elect to earn a further 19% (for 70% in total) by spending a further $1 million over a further two years. Once Rox has earned either a 51% or 70% interest it can form a joint venture with Arafura to further explore and develop the area.

10 -

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

Appendix

The following information is provided to comply with the JORC (2012) requirements for the reporting of the Musket diamond drilling results on tenement E53/1318.

Section 1 Sampling Techniques and Data

Criteria	JORC Code explanation Commentary
Sampling techniques	Nature and quality of sampling (e.g. cut channels, random chips, or specific specialised industry standard measurement tools appropriate to the minerals under investigation, such as down hole gamma sondes, or handheld XRF instruments, etc). These examples should not be taken as limiting the broad meaning of sampling. RC hole diameter was 5.5" (140 mm) reverse circulation percussion (RC). Sampling of RC holes was undertaken by collecting 1m cone split samples at intervals. Diamond drill hole core size is NQ2 size diameter through the mineralisation. Sampling of diamond holes was by cut half core as described further below. Drill holes were generally angled at -600towards grid west (but see Table for individual hole dips and azimuths) to intersect geology as close to perpendicular as possible.
	Include reference to measures taken to ensure sample representivity and the appropriate calibration of any measurement tools or systems used Drillhole locations were picked up by handheld GPS. Logging of drill samples included lithology, weathering, texture, moisture and contamination (as applicable). Sampling protocols and QAQC are as per industry best practice procedures.
	Aspects of the determination of mineralisation that are Material to the Public Report. In cases where ‘industry standard’ work has been done this would be relatively simple (e.g. ‘reverse circulation drilling was used to obtain 1 m samples from which 3 kg was pulverised to produce a 30 g charge for fire assay’). In other cases more explanation may be required, such as where there is coarse gold that has inherent sampling problems. Unusual commodities or mineralisation types (e.g. submarine nodules) may warrant disclosure of detailed information Diamond core is dominantly NQ2 size, sampled on geological intervals, with a minimum of 0.1 m up to a maximum of 1.5 m. NQ2 core is cut into half, or quarter for HQ holes. RC drillholes were sampled on 1m intervals using riffle or cone splitter units. Samples were sent to Intertek Genalysis in Kalgoorlie, crushed to 10mm, dried and pulverised (total prep) in LM5 units (Some samples > 3kg were split) to produce a sub-sample. The pulps were then sent to Perth for analysis by four acid digest with a multi-element ICP-OES finish (code: 4A/OE-multi element). Au, Pt and Pd were analysed by 50 gram fire assay with a mass spectrometer finish. Internal laboratory QA uses CRM's, blanks, splits and replicates, along with 10% repeats.
Drilling techniques	Drill type (e.g. core, reverse circulation, open-hole hammer, rotary air blast, auger, Bangka, sonic, etc) and details (e.g. core diameter, triple or standard tube, depth of diamond tails, face-sampling bit or other type, whether core is oriented and if so, by what method, etc). Drilling techniques were Reverse Circulation (RC) and diamond core (DD). The RC hole diameter was 140mm face sampling hammer. Hole depths range from 98m to 258m. DD hole diameter was mostly NQ2 with 5 ¼ inch mud rotary pre-collar and HQ upper hole portions. Hole depths range from 319.4m to 401.8m. The core was orientated using a Camtech orientation tool.
Drill sample recovery	Method of recording and assessing core and chip sample recoveries and results assessed Diamond drill core recoveries were logged and recorded in the database. Overall recoveries were >95%, and there were no significant core loss or recovery problems. RC drill recoveries were high (>90%).
	Measures taken to maximise sample recovery and ensure representative nature of the samples Diamond core was reconstructed into continuous sample runs on an angle iron used for orientation marking. Depths are measured and checked against marked depths on the core blocks. RC samples were visually checked for recovery, moisture and contamination and notes made in the logs.
	Whether a relationship exists between sample recovery and grade and whether sample bias may have occurred due to preferential loss/gain of fine/coarse material. Most of the samples used in the Mineral Resource estimate come from diamond core drilling which had high recoveries. There is no observable relationship between recovery and grade, and therefore no sample bias.

11 -

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

Criteria JORC Code explanation Commentary Logging Whether core and chip samples have been geologically and geotechnically logged to a level of Resource estimate. detail to support appropriate Mineral Resource estimation, mining studies and metallurgical studies.

Detailed geological logs have been carried out on all RC drill holes, but no geotechnical data have been recorded (or is possible to be recorded due to the nature of the sample). The geological data would be suitable for inclusion in a Mineral Resource estimate.

Detailed geological and geotechnical logs were carried out on all diamond drill holes for recovery, RQD, structures etc. which included structure type, dip, dip direction, alpha angle, beta angle, texture, shape, roughness, fill material, and this data is stored in the database.

Logging of diamond core and RC chips recorded lithology, mineralogy, mineralisation, structure (DD only), weathering, colour, and other sample features. Core was photographed and is stored in plastic core trays. RC chips are stored in plastic RC chip trays.

Whether logging is qualitative or quantitative in mineralogy, mineralisation, structure (DD only), weathering, nature. Core (or costean, channel, etc) colour, and other sample features. Core was photographed photography. and is stored in plastic core trays. RC chips are stored in plastic RC chip trays. The total length and percentage of the relevant All holes were logged in full except for the rock roller bit intersections logged diamond hole pre-collars (0-120m in most cases). Sub-sampling Drill core was cut in half on site using a core saw. All samples If core, whether cut or sawn and whether quarter, techniques and were collected from the same side of the core, preserving the half or all core taken. sample preparation orientation mark in the kept core half. RC samples were collected on the drill rig using a cone splitter. If non-core, whether riffled, tube sampled, rotary If any mineralised samples were collected wet these were split, etc and whether sampled wet or dry. noted in the drill logs and database. The sample preparation followed industry best practice. This For all sample types, the nature, quality and involved oven drying, coarse crushing of diamond core to appropriateness of the sample preparation ~10mm, followed by pulverisation of the entire sample in an technique. LM5 or equivalent pulverising mill to a grind size of 85% passing 75 micron. Field QC procedures involve the use of Certified Reference Quality control procedures adopted for all sub- Materials (CRM’s) as assay standards, along with duplicates sampling stages to maximise representivity of and barren waste samples. The insertion rate of these was samples. approximately 1:20. Measures taken to ensure that the sampling is No diamond core field duplicates were taken. For RC drilling representative of the in situ material collected, field duplicates were taken on a routine basis at an including for instance results for field approximate 1:20 ratio using the same sampling techniques duplicate/second-half sampling. (i.e. cone splitter) and inserted into the sample run.

All holes were logged in full except for the rock roller bit diamond hole pre-collars (0-120m in most cases).

Drill core was cut in half on site using a core saw. All samples were collected from the same side of the core, preserving the orientation mark in the kept core half.

RC samples were collected on the drill rig using a cone splitter. If any mineralised samples were collected wet these were noted in the drill logs and database.

The sample preparation followed industry best practice. This involved oven drying, coarse crushing of diamond core to ~10mm, followed by pulverisation of the entire sample in an LM5 or equivalent pulverising mill to a grind size of 85% passing 75 micron.

Field QC procedures involve the use of Certified Reference Materials (CRM’s) as assay standards, along with duplicates and barren waste samples. The insertion rate of these was approximately 1:20.

The sample sizes are considered more than adequate to ensure that there are no particle size effects relating to the grain size of the mineralisation which lies in the percentage range.

		The sample sizes are considered more than adequate to
	Whether sample sizes are appropriate to the grain	ensure that there are no particle size effects relating to the
	size of the material being sampled.	grain size of the mineralisation which lies in the percentage
		range.

Quality of assay data		The analytical technique involved a four acid digest followed
and laboratory tests	The nature, quality and appropriateness of the assaying and laboratory procedures used and whether the technique is considered partial or total.	by multi-element ICP/OES analysis (Intertek analysis code 4A/OE). The four acid digest involves hydrofluoric, nitric, perchloric and hydrochloric acids and is considered a “complete” digest for most material types, except certain
		chromite minerals.

	For geophysical tools, spectrometers, handheld XRF
	instruments, etc, the parameters used in determining the analysis including instrument make and model, reading times, calibrations factors	No geophysical or portable analysis tools were used to determine assay values stored in the database.
	applied and their derivation, etc.

	Nature of quality control procedures adopted (e.g. standards, blanks, duplicates, external laboratory checks) and whether acceptable levels of accuracy (i.e. lack of bias) and precision have been established.	Internal laboratory control procedures involve duplicate assaying of randomly selected assay pulps as well as internal laboratory standards. All of these data are reported to the Company and analysed for consistency and any discrepancies. Check assays were undertaken at an independent third party assay laboratory and correlated extremely well.
Verification of sampling and assaying	The verification of significant intersections by either independent or alternative company personnel.	Senior technical personnel from the Company (Managing Director and Exploration Manager) have visually inspected and verified the significant drill intersections.

12 -

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

Criteria	JORC Code explanation Commentary
	The use of twinned holes. No holes have been twinned at this stage.
	Documentation of primary data, data entry procedures, data verification, data storage (physical and electronic) protocols. Primary data was collected using a standard set of Excel templates on Toughbook laptop computers in the field. These data are transferred to Geobase Pty Ltd for data verification and loading into the database.
	Discuss any adjustment to assay data. No adjustments or calibrations have been made to any assay data.
Location of data points	Accuracy and quality of surveys used to locate drillholes (collar and down-hole surveys), trenches, mine workings and other locations used in Mineral Resource estimation. Not applicable. A hand held GPS has been used to determine collar locations at this stage.
	Specification of the grid system used. The grid system is MGA_GDA94, zone 51 for easting, northing and RL.
	Quality and adequacy of topographic control. The topographic surface was generated from digital terrain models generated from low level airborne geophysical surveys.
Data spacing and distribution	Data spacing for reporting of Exploration Results. The drill hole spacing varies 40-100 metres between drill sections, with some areas at 40 metre drill section spacing. Some sections (but not all) have had more than one hole drilled. Down dip step out distance varies 40-60 metres.
	Whether the data spacing and distribution is sufficient to establish the degree of geological and grade continuity appropriate for the Mineral Resource and Ore Reserve estimation procedure(s) and classifications applied. The mineralisation and geology shows very good continuity from hole to hole and will be sufficient to support the definition of a Mineral Resource or Ore Reserve and the classifications contained in the JORC Code (2012 Edition) in due course.
	Whether sample compositing has been applied. No sample compositing has occurred for diamond core drilling. Sample intervals are based on geological boundaries with even one metre samples between. For RC samples, sample compositing occurred over 4 metre intervals for non-mineralised material, but all mineralised intervals were sampled at a one metre interval.
Orientation of data in relation to geological structure	Whether the orientation of sampling achieves unbiased sampling of possible structures and the extent to which this is known, considering the deposit type. The deposit strikes at about 345 degrees and dips to the east at between -60 to -70 degrees. The drill orientation was planned to be 270 degrees, so slightly oblique to the perpendicular direction, however, some drill holes have swung slightly south (to about 260 degrees) so were drilling essentially perpendicular to strike. This is confirmed in structural logging of mineralised zones.
	If the relationship between the drilling orientation and the orientation of key mineralised structures is considered to have introduced a sampling bias, this should be assessed and reported if material. No sampling bias is believed to have been introduced.
Sample security	The measures taken to ensure sample security. Sample security is managed by the Company. After preparation in the field samples are packed into polyweave bags and despatched to the laboratory. For a large number of samples these bags were transported by the Company directly to the assay laboratory. In some cases the sample were delivered to a transport contractor who then delivered the samples to the assay laboratory. The assay laboratory audits the samples on arrival and reports any discrepancies back to the Company. No such discrepancies occurred.
Audits or reviews	The results of any audits or reviews of sampling techniques and data. A review of previous sampling techniques and data was carried out by Optiro as part of the Camelwood Mineral Resource estimate(ASX:RXL 3 October 2013). The database is considered by Optiro to be of sufficient quality to support a Mineral Resource estimate. In addition, from time to time, the Company carries out its own internal data audits.

13 -

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

Section 2 Reporting of Exploration Results

Criteria	JORC Code explanation Commentary
Mineral tenement and land tenure status	Type, reference name/number, location and ownership including agreements or material issues with third parties such as joint ventures, partnerships, overriding royalties, native title interests, historical sites, wilderness or national park and environmental settings. The mineralisation is located within Exploration License E53/1318. Rox Resources holds an option to purchase E53/1318 (among other tenements) from Gerard Victor Brewer payable in three instalments; $1.1 million payable by 30 June 2014, $0.2 million payable by 31 December 2014, and $2.3 million payable by 30 June 2015.
	The security of the tenure held at the time of reporting along with any known impediments to obtaining a licence to operate in the area. The tenement/s is/are in good standing and no known impediments exist.
Exploration done by other parties	Acknowledgment and appraisal of exploration by other parties. No previous exploration for nickel has been done at the Cannonball or Musket prospects.
Geology	Deposit type, geological setting and style of mineralisation. The geological setting is of Archaean aged komatiite system, bounded by hangingwall basaltic rocks and footwall felsic metasediments. Mineralisation is mostly situated at the (eastern) basal ultramafic - felsic contact. The rocks are strongly talc-carbonate altered. Metamorphism is mid-upper Greenschist. The deposit is analogous to Kambalda style nickel sulphide deposits.
Drill hole Information	A summary of all information material to the understanding of the exploration results including a tabulation of the following information for all Material drill holes: • easting and northing of the drill hole collar • elevation or RL (Reduced Level – elevation above sea level in metres) of the drill hole collar • dip and azimuth of the hole • down hole length and interception depth • hole length. Refer to drill results Table/s and the Notes attached thereto.
Data aggregation methods	In reporting Exploration Results, weighting averaging techniques, maximum and/or minimum grade truncations (e.g. cutting of high grades) and cut-off grades are usually Material and should be stated. All reported assay intervals have been length weighted. No top cuts have been applied. A lower cutoff of 1% is applied with up to 2m of internal dilution allowed. See Notes to Table/s.
	Where aggregate intercepts incorporate short lengths of high grade results and longer lengths of low grade results, the procedure used for such aggregation should be stated and some typical examples of such aggregations should be shown in detail. High grade massive sulphide intervals internal to broader zones of mineralisation are reported as included intervals. See Table/s.
	The assumptions used for any reporting of metal equivalent values should be clearly stated. No metal equivalent values have been used or reported.
Relationship between mineralisation widths and intercept lengths	These relationships are particularly important in the reporting of Exploration Results. If the geometry of the mineralisation with respect to the drill hole angle is known, its nature should be reported. If it is not known and only the down hole lengths are reported, there should be a clear statement to this effect (e.g. ‘down hole length, true width not known’). The mineralisation is moderately east dipping throughout the deposit. Drillhole azimuths were planned at 2700and holes generally inclined at -600west (but see Table 1). Given the angle of the drill holes and the interpreted dip of the host rocks and mineralisation (see Figures 2-4), reported intercepts will be more than true width.
Diagrams	Appropriate maps and sections (with scales) and tabulations of intercepts should be included for any significant discovery being reported These should include, but not be limited to a plan view of drill hole collar locations and appropriate sectional views. Refer to Figures and Table in the text.

14 -

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==


Criteria	JORC Code explanation	Commentary

Balanced reporting	Where comprehensive reporting of all Exploration
	Results is not practicable, representative reporting	At this stage only likely mineralised intervals have been
	of both low and high grades and/or widths should	analysed. Full assays are underway and will be reported in due
	be practiced to avoid misleading reporting of	course.
	Exploration Results.
Other substantive		All core samples are measured for bulk density by the
exploration data	Other exploration data, if meaningful and material,	laboratory using the water displacement method. Multi
	should be reported including (but not limited to):	element assaying on all samples was carried out for a suite of
	geological observations; geophysical survey results;	potentially deleterious elements such as Arsenic and
	geochemical survey results; bulk samples – size and	Magnesium.
	method of treatment; metallurgical test results;
	bulk density, groundwater, geotechnical and rock	Geotechnical data was collected from all diamond drillholes
	characteristics; potential deleterious or	including recovery and RQD. Structural information was
	contaminating substances.	recorded; structure type, thickness, lithology, and alpha/beta
		angles (dip and dip direction).
Further work	The nature and scale of planned further work (e.g.
	tests for lateral extensions or depth extensions or	Further work (RC and diamond drilling) is being planned to
	large-scale step-out drilling).	locate extensions to mineralisation both at depth and along
	Diagrams clearly highlighting the areas of possible	strike. In addition further geophysics may be considered as a
	extensions, including the main geological	targeting tool if appropriate.
	interpretations and future drilling areas, provided
	this information is not commercially sensitive

15 -

ROX RESOURCES LIMITED - ASX RELEASE 27 May 2014

==> picture [103 x 52] intentionally omitted <==

Competent Person Statements:

The information in this report that relates to nickel Exploration Results for the Mt Fisher Project is based on, and fairly represents information and supporting documentation compiled by Mr Ian Mulholland BSc (Hons), MSc, FAusIMM, FAIG, FSEG, MAICD, who is a Fellow of The Australasian Institute of Mining and Metallurgy and a Fellow of the Australian Institute of Geoscientists. Mr Mulholland has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration, and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Mulholland is a full time employee and Managing Director of the Company and consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

The information in this report that relates to nickel Mineral Resources for the Mt Fisher project was reported to the ASX on 3 October 2013. Rox confirms that it is not aware of any new information or data that materially affects the information included in the announcement of 3 October 2013, and that all material assumptions and technical parameters underpinning the estimates in the announcement of 3 October 2013 continue to apply and have not materially changed.

The information in this report that relates to Exploration Results and Mineral Resources for the Reward Zinc-Lead, Bonya Copper and Marqua Phosphate projects and for the gold Mineral Resource defined at Mt Fisher, was prepared and first disclosed under the JORC Code 2004. It has not been updated since to comply with the JORC Code 2012 on the basis that the information has not materially changed since it was last reported, and is based on information compiled by Mr Ian Mulholland BSc (Hons), MSc, FAusIMM, FAIG, FSEG, MAICD, who is a Fellow of The Australasian Institute of Mining and Metallurgy and a Fellow of the Australian Institute of Geoscientists. Mr Mulholland has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration, and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Mulholland is a full time employee of the Company and consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

16 -

AI assistant

ROX RESOURCES LIMITED Capital/Financing Update 2014

65741_rns_2014-05-26_1de17e55-9cb8-4f46-90da-e7edc7eb1ab4.pdf

ASX ANNOUNCEMENT