ROX RESOURCES LIMITED

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HIGHLIGHTS

Central zone of continuous higher grade mineralisation identified at Myrtle.
The Inferred Resource for this high grade zone is 8.2 million tonnes grading 6.4% zinc and 1.9% lead, and contains approximately 521,000 tonnes of zinc and 154,000 tonnes of lead metal.
A Rights Issue has been launched to raise approximately $1.6 million for further exploration and development activities at Myrtle.

MYRTLE ZINC-LEAD PROJECT, AUSTRALIA

Mineral Resource

Previous estimates (see announcement dated 7 October 2008) of the resource at Myrtle have been undertaken at cut-off grades of 3% Zn + Pb and 5% Zn + Pb, and have shown that Myrtle is a significant Australian and global zinc deposit.

New resource estimates were made at higher cut-off grades to reflect the current lower zinc and lead prices, and continue to demonstrate the significance of the Myrtle zinc deposit.

The Inferred Mineral Resource estimated for Myrtle at a 6% Zn + Pb cut-off grade, stands at:

� 8.2 Million tonnes grading 6.4% Zn, 1.9% Pb, (8.3% combined Zn + Pb)

This resource estimate indicates continuous higher grade mineralisation within the much larger Inferred Resource at Myrtle of 38 Million tonnes grading 4.2% Zn, 1.0% Pb, at a 3% Zn + Pb cut-off. Table 1 below sets out the Inferred Resource estimates at various cut-off grades.

Myrtle is a significant zinc deposit, both in Australian terms and on a global scale, and with only a small portion of the potential resource area drilled it has potential for significant extensions.

It is common for large deposits such as Myrtle to have significant zones of higher grade mineralisation. The Company therefore believes that the ultimate higher grade core of the resource will also increase significantly.

Rox continues to investigate the best ways of progressing the project given the positive indications from mineralogical work with regard to the coarse grain size (and therefore expected permissive metallurgy) of the deposit.

Myrtle shows excellent potential for an economic mining operation, with metallurgical test work planned for the next quarter, as well as progression of the Scoping Study currently underway.

Rox Resources Level 1

30 Richardson Street WEST PERTH WA 6005

Telephone: (61 8) 6380 2966 Facsimile: (61 8) 6380 2988

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 June 2009

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Figure 1: Mount Isa – McArthur Basin Region

Table 1: Inferred Mineral Resource Summary – Myrtle Zinc Deposit

Cut-off Zn+Pb%	Tonnes Mt	Grade	Grade	Grade	Contained Metal (‘000t)	Contained Metal (‘000t)	Contained Metal (‘000t)	Contained Metal (‘000t)	Bulk Density t/m3
		Zn%	Pb%	Zn+Pb%	Zn	Pb	Zn+P b	Zn/Pb
1.0 102 2.0 65 2.5 49 3.0 37 5.0 15 6.0 8.2 7.0 5.4		2.3 0.6 2.9 2,358 582 2,940 4.1 2.9 3.1 0.8 3.9 2,021 489 2,509 4.1 3.0 3.6 0.9 4.5 1,753 432 2,184 4.1 3.05 4.2 1.0 5.2 1,541 372 1,912 4.1 3.05 5.5 1.5 7.0 831 221 1,051 3.8 3.1 6.4 1.9 8.3 521 154 675 3.4 3.1 7.0 2.3 9.3 372 120 493 3.1 3.1

PHA LUANG ZINC-LEAD PROJECT, LAOS

Exploration at Pha Luang has identified several very large, strong soil anomalies with associated high grade zinc oxide and lead-zinc sulphide surface outcrops, indicative that a large mineralised system may exist at Pha Luang. However, drilling of geochemical and geophysical targets has met with mixed success. A small pod of moderate-high grade mineralisation has been delineated at the Nam Yen prospect and low grade sulphides have been intersected at Pha Sod beneath a very extensive (1 x 1.5 km) and strong soil anomaly. Drilling of strong IP targets at Nam Yen and Bon Noi in 2007 was not successful.

The Company recently met with the Laos Minister for Planning and Investment and the Laos Director General of the Department of Planning and Investment. Rox was advised that due to new regulations and the newly proclaimed Mining Law in Laos, the company, in conjunction with our joint venture partners, would need to re-submit a revised foreign investment application. While our joint venture partners have affirmed their desire for the joint venture to continue, these new requirements will result in further delays to the approval being granted.

It is now over 2 years since the Company made its initial application for a Foreign Investment Licence and lack of certainty regarding the status of the joint venture and the approvals

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 June 2009

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process by the Laos Government have prompted the company to suspend exploration work at the project and to assess its options in regard to continuing at Pha Luang.

CORPORATE

On 10 July 2009 Rox announced a new Entitlements Issue of one (1) new Share for every one (1) existing Share held by shareholders, at an issue price of $0.015 together with one (1) free attaching new Option for every ten (10) new Shares taken up, potentially raising approximately $1,628,706 before costs.

Dated this 24th day of July 2009.

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Signed on behalf of the Board of Rox Resources Limited.

IAN MULHOLLAND Managing Director

Directors & Management Jeff Gresham – Chairman Ian Mulholland – Managing Director Michael Blakiston – Non Executive Director Brett Dickson – CFO & Company Secretary

Issued Capital 108,580,426 shares 30,160,238 listed options 6,600,000 unlisted options

Top Shareholders Directors & Assoc 10.3% Ivernia Inc. 4.1% Phillip John Coulson 3.2%

FOR FURTHER INFORMATION CONTACT:

Ian Mulholland, Managing Director Tel: (08) 6380 2966

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 June 2009

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About Rox Resources

Rox Resources (ASX: RXL) is an emerging Australian exploration company focussing on zinc-lead deposits, particularly deposits of the Mississippi Valley Type (MVT) and Sedimentary Exhalative Type (SEDEX).

Rox owns 100% of the Reward project tenement which covers 379km[2] adjacent to the world class McArthur River zinc-lead deposit in the Northern Territory. A SEDEX style deposit has been identified by Rox at the Myrtle prospect, where an Inferred Mineral Resource of 38 million tonnes grading 4.2% Zn and 1.0% Pb has been delineated. Thick drill intercepts of prospective stratigraphy carrying significant zinc-lead grades have already been made but only a small portion of the prospective area has been drilled, and Rox is extremely confident the resource will to continue to grow with further drilling. A higher grade core of 15 million tonnes grading 5.5% Zn and 1.5% Pb is present, and a large mineralised system is indicated.

IP and EM geophysical surveying, soil sampling and geologic interpretation also indicate the potential for shallow near surface mineralisation which may be exploitable by open pit mining. Several other prospects in the tenement area have similar potential to Myrtle but are at an early stage of exploration.

Rox also owns a 60% interest in the Pha Luang zinc-lead sulphide project in Laos which it believes has the potential to become a large new MVT style zinc-lead district. The project area covers a 20km² granted mining concession area and contains numerous zinc-lead prospects. Rox is the first explorer to apply modern techniques to the area. Mineralisation is widespread with zinc and lead oxides and sulphides outcropping in various places along a strike length of over 10km. Applications have been lodged for an additional 290km[2] exploration area immediately surrounding the granted mining concession.

Rox has been successful at defining mineralisation at a number of prospects in the Pha Luang project, with over 9,000 metres of drilling conducted so far. A number of very strong drill targets, and extensions to known mineralisation remain untested.

Rox continues to actively review potential new opportunities, particularly in Australia and South East Asia.

The information in this report that relates to Exploration Results and Mineral Resources 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.

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 June 2009

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APPENDIX 5B

Mining Exploration Entity Quarterly Report

Name of entity

ACN or ARBN 107 202 602 Consolidated statement of cash flows	Quarter ended (“current quarter”)	Quarter ended (“current quarter”)
	June 2009

Cash flows related to operating activities 1.1 Receipts from product sales and related debtors 1.2 Payments for: (a) exploration and 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 – Security bonds repayments Net Operating Cash Flows	Current Quarter A$’000	Year to Date (9 months) $A’000
	- (73) - - (180) - 1 - - -	- (723) - - (929) - 21 - - 116
	(252)	(1,515)
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 - Net investing cash flows 1.13 Total operating and investing cash flows (carried forward)	- - - - - - - - -	(50) - - - - - - - -
	-	(50)
	(252)	(1,565)

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 June 2009

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1.13 Total operating and investing cash flows (brought forward)	(252)	(1,565)
Cash flows related to financing activities 1.14 Proceeds from issues of shares (net of costs) 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 Net financing cash flows	(8) - - - - -	1,216 - - - - -
	(8)	1,216
Net increase (decrease) in cash held 1.20 Cash at beginning of quarter/year to date 1.21 Exchange rate adjustments to 1.20 1.22Cash at end ofquarter	(260) 683 -	(349) 772 -
	423	423

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

	s

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
	65
	-

1.25 Explanation necessary for an understanding of the transactions

N/A

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

N/A

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 June 2009

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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
		-	-
		-	-

Estimated cash outflows for next quarter

4.1 Exploration and evaluation 4.2 Development	$A’000
	100
	-
Total	100

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 inthe 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)	22	50
	401	633
	-	-
	-	-
Total: cash at end of quarter(item 1.22)	423	683

Changes in interests in mining tenements

Nil.

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 June 2009

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Issued and quoted securities at end of current quarter

	Total number	Number quoted	Issue price per security (cents)	Amount paid up per security (cents)
7.1Preference securities (description) 7.2 Changes during quarter	-
	-
7.3Ordinary securities 7.4 Changes during quarter - Issued	108,580,426	108,580,426
	784	784	$0.10	$0.10
7.5Convertible debt securities (description and conversion factor) 7.6 Changes during quarter	-
	-
7.7Options (description and conversion factor)	30,160,238 2,500,000 1,700,000 400,000 2,000,000	30,160,238 Nil Nil Nil Nil	Exercise Price $0.10 $0.675 $0.35 $0.35 $0.35	Expires 30 June 2011 12 July 2009 30 Nov 2009 31 May 2010 30 Nov 2010
7.8 Issued during quarter	30,161,022	30,161,022	$0.10	30 June 2011
7.9 Exercised during quarter	784	784	$0.10	30 June 2011
7.10 Expired during quarter	-
7.11Debentures (totals only)	-
7.12Unsecured notes (totals only)	-

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 June 2009

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Compliance statement

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.
This statement does give a true and fair view of the matters disclosed.

Sign here:

Date: 24[th] July 2009

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Company Secretary

Print Name: Brett Dickson

AI assistant

ROX RESOURCES LIMITED Interim / Quarterly Report 2009

65741_rns_2009-07-23_15cdc86e-a72f-4e29-a6ba-8cd670e6d0d7.pdf

HIGHLIGHTS

MYRTLE ZINC-LEAD PROJECT, AUSTRALIA

Mineral Resource

� 8.2 Million tonnes grading 6.4% Zn, 1.9% Pb, (8.3% combined Zn + Pb)

PHA LUANG ZINC-LEAD PROJECT, LAOS

CORPORATE

IAN MULHOLLAND Managing Director

FOR FURTHER INFORMATION CONTACT:

About Rox Resources

APPENDIX 5B

Mining Exploration Entity Quarterly Report

Name of entity