ROX RESOURCES LIMITED — Interim / Quarterly Report 2017

Oct 25, 2016

Rox Resources Limited Level 1 34 Colin Street WEST PERTH WA 6005 Telephone: (61 8) 9226 0044 Facsimile: (61 8) 9322 6254

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HIGHLIGHTS

Fisher East Nickel Project, WA

• Aircore drilling completed by Rox

• RC defined targets at the Horatio and Mt Tate prospects

• New target, Sabre North, developed

Collurabbie

• Rox acquires Collurabbie nickel-copper-PGE-gold project for $25,000 cash + 7.5 million shares

Mt Fisher Gold Project, WA

• Doray completes a detailed gravity survey which has highlighted several areas of interest

- Reward Zinc Lead Project, NT

• Teck exercises its pre-emptive right to purchase Rox’s interest for up to $20.6 million

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Figure 1: Rox Project Location Map

ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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FISHER EAST NICKEL PROJECT, WA (Rox 100% & option to purchase 100%)

Aircore Drilling

An aircore drilling program was completed during the third quarter (ASX:RXL 11 October 2016). The program of 2,540 metres consisting of 49 angled holes was designed to better define the target zones at the Mt Tate and Horatio prospects, and to test EM anomalies along strike to the south of Horatio (Figure 2). In addition an encouraging result north of the Sabre prospect was received.

Significant results were:

Mt Tate Prospect

• 4m @ 0.28% Ni, 179ppm Cu, 43 ppb PGE (Pd+Pt+Au) from 64m in hole FEAC402

• 2m @ 0.29% Ni, 195ppm Cu, 35 ppb PGE from 60m in hole FEAC406

Horatio Prospect

• 15m @ 0.24% Ni, 64ppm Cu, 32ppb PGE from 35m in hole FEAC408

• 16m @ 0.35% Ni, 109ppmCu, 23ppb PGE from 24m in hole FEAC415

Sabre North Prospect

• 12m @ 0.20% Ni, 213ppm Cu, 115ppb PGE from 58m in hole FEAC447, including 6m @ 0.17% Ni, 344ppm Cu, 184ppb PGE from 58m

Full results are available in the ASX release dated 11 October 2016.

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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Figure 2: Fisher East Prospect Plan

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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COLLURABBIE NICKEL-COPPER-PGE PROJECT, NT (Rox to acquire 100%)

Rox has announced that it will acquire 100% of the Collurabbie project, located 500km north of Kalgoorlie, Western Australia and 70km due east of Rox’s Fisher East nickel sulphide and Mt Fisher gold projects, from Falcon Minerals Limited (Figure 3) (ASX:RXL 20 October 2016).

The tenements comprise E38/2009 and E38/2912, covering 63.1 km[2] with most of the known nickel-copperPGE sulphide mineralisation located on E38/2009. In addition Rox has applied for adjoining tenement areas covering over 59 km[2] , giving a total project area of 122.5 km[2] .

The purchase price is $25,000 cash and 7,500,000 shares in Rox, with standard completion terms and conditions.

The majority of previous work has been deep RC and diamond drilling at the Olympia prospect (Figure 8), with only broadly spaced drilling outside of that prospect area. Regional coverage with effective geochemistry is poor.

At Olympia there is a well-defined mineralised zone with ore lenses that show pinch and swell structures from 0.5m to 9.65m wide (Figure 4). There are consistently high Cu (>1%) and PGE (>2g/t) values accompanying Ni. Highlights of this drilling include:

• 5.8m @ 3.00% Ni, 1.96% Cu, 5.3g/t PGE

• 3.7m @ 2.20% Ni, 1.82% Cu, 3.5g/t PGE

• 8.0m @ 1.23% Ni, 1.62% Cu, 3.8g/t PGE

• 1.9m @ 3.64% Ni, 2.77% Cu, 7.0g/t PGE

The nature of the mineralisation is different to Fisher East, with a significant copper (Cu) component, along with significant PGE’s (Pt+Pd+Rh+Ru+Os+Ir), and minor levels of cobalt and zinc. The mineralisation is thought to be similar in style to the Raglan deposits in Canada where over 1 million tonnes of contained nickel-copper-PGEs have been defined in over 10 deposits.

There are several untested drill intercepts and anomalies which are drill ready targets for follow-up and several strike kilometres of untested ultramafic rocks.

Agora 12m @ 0.61% Ni, 0.25% Cu, 0.73g/t PGE Leros 10m @ 0.69% Ni Olympia South 18m @ 0.67% Ni, 0.63% Cu Paros 8m @ 0.43% Ni Rhodes East 4m @ 1.34% Ni, 0.24% Cu, 0.58g/t PGE

There are also gold exploration targets such as the Naxos prospect, where previous drilling has intersected gold mineralisation which has not been followed up:

Naxos 2m @ 2.47g/t Au from 70m 10m @ 0.27g/t Au from 34m, including 2m @ 2.4g/t Au from 60m

Highlights of previous drilling results can be found in Table 1.

Rox intends to undertake a work program as follows:

• Data and geophysics review

• Drill-test best gold anomalies

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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• Develop and advance Ni-Cu-PGE geochemical targets with aircore drilling

• Follow-up strongest anomalies with RC drilling

• Develop new regional targets using geophysics and geochemistry

The Company believes the acquisition of the Collurabbie project is an excellent strategic opportunity and fit with its current portfolio for the following reasons:

• It is an advanced 100% owned project with synergies to Fisher East

• This is a counter cyclical investment, leveraged to nickel price upside

• There is a low acquisition cost of $25,000 cash and 7,500,000 Rox shares

• Low work commitments on the tenements of $90,000 per year

• Drill ready gold and nickel targets, with high grades already intersected

Completion of the sale is subject to and conditional upon:

• Falcon obtaining all necessary shareholder and regulatory approvals for the sale;

• The assignment of Falcon’s rights and obligations related to a royalty payable* to Anketell Pty Ltd on any gold or base metal production at the Project; and

• The assignment of Falcon’s rights and obligations related to an option* held by BHP Nickel West over the off-take rights to any ore or concentrate produced at the Project.

• There is a royalty payable to Anketell Pty Ltd on any gold (0.5% - 0.75% gross value) or base metal (0.5% - 0.75% NSR) production. BHP Nickel West also holds certain rights to negotiate or match offtake agreements for ore or concentrate.

Table 1: Previous Drilling Results - Collurabbie

HOLE	PROSPECT	EAST	NORTH	TYPE	FROM	TO	INTERVAL	Ni %	Cu %	**PGEg/t **
CLD122	Olympia	421952	7026102	DD	200.18	200.26	0.08	2.93	2.60	2.23
CLD125	Olympia	422141	7025902	RC	64	72	8	1.21	1.62	3.84
CLD127	Olympia	421914	7026500	RC	82	86	4	1.00	0.55	0.97
CLD136	Olympia	421999	7025899	DD	176.00	177.90	1.90	3.64	2.77	6.95
		and			184.90	186.00	1.10	3.67	3.12	7.78
CLD137	Olympia	422120	7025799	RC	134	138	4	1.74	1.03	1.50
CLD139	Olympia	422019	7026000	DD	131.64	144.50	12.86	1.33	0.95	2.55
CLD153	Rhodes East	422241	7023198	RC	98	102	4	1.34	0.24	0.58
CLD159	Olympia	421946	7026000	DD	279.43	285.20	5.77	3.00	1.96	5.29
CLD196	Olympia	421990	7025960	DD	218.16	220.90	2.74	2.03	1.06	2.00
CLD198	Olympia	421920	7026040	DD	277.30	278.47	1.17	2.73	2.16	6.51
CLD201	Olympia	422010	7025900	DD	163.75	167.49	3.74	1.47	1.59	4.43
CLD202	Olympia	422030	7025960	DD	153.88	157.70	3.82	1.74	1.05	2.37
CLD211	Olympia	422070	7025800	DD	189.75	193.50	3.75	2.21	1.82	3.53

Notes to Table:

• These results are extracted from the following announcements by Falcon Minerals Limited (FCN). ASX:FCN 17 August 2004, 10 November 2004, 3 December 2004, 8 March 2005, 5 July 2010, and 8 July 2011.

• Grid coordinates are GDA94: Zone 51, Collar positions were determined by hand held GPS.

• All holes have a nominal RL of 515m AHD.

• Collar azimuths are reported in the announcements listed above. Hole deviations may result in hole paths slightly different to those intended.

• The results were previously reported under JORC 2004.

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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Figure 3: Collurabbie and Mt Fisher Project Location Plan (nickel deposits shown with red dots, gold deposits shown with yellow diamonds)

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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Figure 4: Olympia Prospect Cross Section

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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MT FISHER GOLD PROJECT, WA (Rox 100% & option to purchase 100%)

During the quarter, under the earn-in joint venture with Doray Minerals Limited (“Doray” ) (ASX:DRM), Doray completed a detailed ground gravity survey covering the entire Mt Fisher tenement package subject to the earn-in agreement, consisting of 14,425 stations on a 500m x 50m pattern (Figure 5). Initial observation of the data has highlighted several areas of interest that have not been adequately tested by modern exploration. Evaluation of the data will be completed and used to update the regional structural interpretation as part of a project-scale targeting exercise.

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Figure 5: Mt Fisher gravity survey (1[st] vertical derivative)

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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REWARD ZINC-LEAD PROJECT, NT (Rox 49%, Teck 51% with option exercised to increase to 70%)

Teck Australia Pty Ltd (“Teck”) advised Rox that it would exercise its pre-emptive right to match the offer previously received from Marindi Metals Limited (“Marindi”) (“Marindi Offer”) (ASX:RXL 17 August 2016) for the purchase of Rox’s minority interest in the Reward Zinc Project ( the “Reward Project” or the “Project”) in the Northern Territory (Figure 6) (ASX:RXL 19 October 2016).

Pursuant to the Earn-in and Joint Venture Agreement (“JVA”) between Rox and Teck, Teck retained a preemptive right over Rox’s interest in the Project. Rox was obliged to offer to sell its interest in the Reward Project to Teck under the pre-emptive right.

Subject to the finalization of a definitive asset sale agreement, Teck raising funds to complete the acquisition, and satisfaction of a number of conditions consistent with the Marindi Offer, Teck will acquire Rox’s interest in the Reward project on the following terms (see ASX:RXL 19 October 2016 for more details):

• Cash of $ 8.0 million ;

• Immediately tradeable, un-escrowed shares in any ASX or TSX listed company to a value of $3.6 million or, alternatively $2.6 million cash ;

• A 3 year promissory note with a face value of $5.25 million ; and

• A deferred payment of $3.75 million , payable on completion of a bankable feasibility study, or the expiry of 6 years, whichever comes first.

The total costs of the transaction are likely to be ~$1 million, inclusive of fees which are potentially payable to other parties following Teck’s decision to exercise its pre-emptive right.

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Figure 6: Reward Project Tenement Plan showing prospect locations.

(Myrtle Mineral Resource, ASX:RXL 15 March 2010; Teena Mineral Resource, ASX:RXL 1 June 2016; McArthur River Mineral Resource, Leach et. al., 2005, Economic Geology 100[th] Anniversary Volume, pp561-607)

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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BONYA COPPER PROJECT, NT (Rox 51%, earning up to 70%)

No field activity occurred on the project during the quarter.

Agreement was reached with farm-in and potential joint venture partner Arafura Resources to extend the stage 2 earn-in period on the Bonya project by 1 year (ASX:RXL 19 September 2016).

Rox is earning-in to the Bonya project via a Farm-in and Joint Venture Agreement with Arafura Resources Limited (“Arafura”). Rox has already earned a 51% interest by expenditure of $500,000 between 10 December 2012 and 10 December 2014. Rox elected to continue to earn-in to the project and increase its interest to 70% by expenditure of a further $1,000,000 by 10 December 2016.

Given the very challenging capital markets, Rox asked Arafura for, and was granted, an extension of the stage 2 earn-in period to 10 December 2017, with the expenditure requirement and all other material terms remaining the same.

CORPORATE

As of 30 September 2016, the company’s cash balance was $1.35 million.

Dated this 26[th] day of October 2016.

Signed on behalf of the Board of Rox Resources Limited.

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IAN MULHOLLAND Managing Director

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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Competent Person Statements:

Resource Statements

The information in this report that relates to nickel Mineral Resources for the Fisher East project was reported to the ASX on 5 February 2016 (JORC 2012). Rox confirms that it is not aware of any new information or data that materially affects the information included in the announcement of 5 February 2016, and that all material assumptions and technical parameters underpinning the estimates in the announcement of 5 February 2016 continue to apply and have not materially changed.

The information in this report that relates to zinc-lead Mineral Resources for the Reward project was reported to the ASX on 15 March 2010 (JORC 2004) and 1 June 2016 (JORC 2012). Rox confirms that it is not aware of any new information or data that materially affects the information included in the announcements of 15 March 2010 and 1 June 2016, and that all material assumptions and technical parameters underpinning the estimates in the announcements of 15 March 2010 and 1 June 2016 continue to apply and have not materially changed.

The information in this report that relates to gold Mineral Resources for the Mt Fisher project was reported to the ASX on 10 February 2012 (JORC 2004). Rox confirms that it is not aware of any new information or data that materially affects the information included in the announcement of 10 February 2012, and that all material assumptions and technical parameters underpinning the estimates in the announcement of 10 February 2012 continue to apply and have not materially changed.

General

The information in this report that relates to previous Exploration Results was either prepared and first disclosed under the JORC Code 2004 or under the JORC Code 2012, and has been properly and extensively cross-referenced in the text to the date of original announcement to ASX. In the case of the 2004 JORC Code Exploration Results and Mineral Resources, they have not been updated to comply with the JORC Code 2012 on the basis that the information has not materially changed since it was last reported.

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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About Rox Resources

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

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

The Mt Fisher 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 several nickel sulphide deposits. The total project area is 675km[2] , consisting of a 600km[2] area 100% owned by Rox and an Option to purchase 100% of a further 75km[2] of nickel and gold prospective ground.

Discovery of, and drilling at the Camelwood, Cannonball and Musket nickel prospects has defined a JORC 2012 Mineral Resource (ASX:RXL 5 February 2016) of 4.2Mt grading 1.9% Ni reported at 1.0% Ni cut-off (Indicated Mineral Resource: 3.7Mt grading 1.9% Ni, Inferred Mineral Resource: 0.5Mt grading 1.5% Ni) comprising massive and disseminated nickel sulphide mineralisation, and containing 78,000 tonnes of nickel. Higher grade mineralisation is present in all deposits (refer to ASX announcement above), and is still open at depth beneath each deposit. Additional nickel sulphide deposits continue to be discovered (e.g. Sabre) and these will add to the resource base. Exploration is continuing to define further zones of potential nickel sulphide mineralisation.

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 Au 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.

A joint venture has been signed with Doray Minerals Limited (“Doray”) to explore the Mt Fisher gold tenements (ASX:RXL 16 May 2016), with Doray required to spend $1 million within the first year. Following that Doray can spend $4 million over a further two years to earn a 51% interest, and increase its interest to 75% by expenditure of a further $5 million over an additional two years.

Collurabbie Gold-Nickel Project (100%)

The Collurabbie project is located in the highly prospective North Eastern Goldfields region of Western Australia and is prospective for gold and nickel. The project area of 123km[2] hosts the Olympia nickel sulphide deposit and a number of other prospects for nickel sulphide mineralisation. Drilling results of 5.8m @ 3.00% Ni, 1.96% Cu, 5.3g/t PGE , have been returned from Olympia. The style of nickel sulphide mineralisation is different to that at Fisher East, with a significant copper and PGE component at Collurabbie, and has been compared to the Raglan nickel deposits in Canada (>1Mt contained nickel).

In addition there is potential for gold mineralisation, with several strong drilling intersections including 2m @ 5.2g/t Au from the Naxos prospect.

Reward Zinc-Lead Project (49% + Farm-out Agreement diluting to 30%)

Rox has an Earn-In and Joint Venture Agreement with Teck Australia Pty Ltd. (“Teck”) to explore the highly prospective 670km2 Myrtle/Reward zinc-lead tenements, located 700km south-east of Darwin, Northern Territory, adjacent to the McArthur River zinclead mine.

The Myrtle deposit has a JORC 2004 zinc-lead Mineral Resource (ASX:RXL 15 March 2010) of 44 Mt @ 5.0% Zn+Pb reported at a 3.0% Zn+Pb cut-off (Indicated: 5.8 Mt @ 3.6% Zn, 0.9% Pb; Inferred: 37.8 Mt @ 4.2% Zn, 1.0% Pb).

The Teena deposit has a JORC 2012 Inferred zinc-lead Mineral Resource (ASX:RXL 1 June 2016) of 58 Mt @ 12.7% Zn+Pb (11.1% Zn, 1.6% Pb) at a 6% Zn+Pb% cut-off, and is the most significant new discovery of zinc in Australia since Century in 1990.

Rox recently elected to sell its interest in the project and Teck has exercised its pre-emptive right to acquire that interest (ASX:RXL 19 October 2013).

Bonya Copper Project (51% + Farm-in Agreement to earn up to 70%)

Rox (51%) is exploring the Bonya Copper Project located 350km east of Alice Springs, Northern Territory, in joint venture with Arafura Resources Limited (49%) (ASX:ARU). Outcrops of visible copper grading up to 34% Cu and 27 g/t Ag are present, with the style of mineralisation similar to the adjacent Jervois copper deposits (see ASX:KGL). Drill testing has intersected visible copper mineralisation at three prospects, with massive copper sulphides intersected at the Bonya Mine prospect, including 38m @ 4.4% Cu and 11m @ 4.4% Cu (ASX:RXL 20 October 2014, 5 November 2014, 1 December 2014).

Under the Farm-in Agreement Rox has earned a 51% interest in the copper, lead, zinc, silver, gold, bismuth and PGE mineral rights at Bonya after spending $500,000 (ASX:RXL 16 December 2014). Rox is earning a further 19% (for 70% in total) by spending a further $1 million by 10 December 2017.

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ROX RESOURCES LIMITED QUARTERLY REPORT

For Quarter Ended 30 September 2016

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Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Name of entity

Name of entity
ROX RESOURCES LIMITED
ABN **53 107 202 602 **	Quarter ended (“current quarter”)
	30 September 2016
Consolidated statement of cash flows		Current quarter $A’000	Year to date (3 months) $A’000
1. Cash flows from operating activities 1.1 Receipts from customers 1.2 Payments for (a) exploration & evaluation (b) development (c) production (d) staff costs (e) administration and corporate costs 1.3 Dividends received (see note 3) 1.4 Interest received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Research and development refunds 1.8 Other (provide details if material) 1.9 Net cash from / (used in) operating activities		- (166) - - (127) (68) - 2 - - - 20	- (166) - - (127) (68) - 2 - - - 20
		(339)	(339)
2. Cash flows from investing activities 2.1 Payments to acquire: (a) property, plant and equipment (b) tenements (see item 10) (c) investments (d) other non-current assets 2.2 Proceeds from the disposal of: (a) property, plant and equipment (b) tenements (see item 10) (c) investments (d) other non-current assets 2.3 Cash flows from loans to other entities 2.4 Dividends received (see note 3) 2.5 Other – deposit on sale of project 2.6 Net cash from / (used in) investing activities		- - - - - - - - - - 150	- - - - - - - - - - 150
		150	150

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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Consolidated statement of cash flows	Current quarter $A’000	Year to date (3 months) $A’000
3. Cash flows from financing activities 3.1 Proceeds from issues of shares 3.2 Proceeds from issue of convertible notes 3.3 Proceeds from exercise of share options 3.4 Transaction costs related to issues of shares, convertible notes or options 3.5 Proceeds from borrowings 3.6 Repayment of borrowings 3.7 Transaction costs related to loans and borrowings 3.8 Dividends paid 3.9 Other – (provide details if material) 3.10 Net cash from / (used in) financing activities	946 - - - - - - - -	946 - - - - - - - -
	946	946
4. Net increase / (decrease) in cash and cash equivalents for the period 4.1 Cash and cash equivalents at beginning of period 4.2 Net cash from / (used in) operating activities (item 1.9 above) 4.3 Net cash from / (used in) investing activities (item 2.6 above) 4.4 Net cash from / (used in) financing activities (item 3.10 above) 4.5 Effect of movement in exchange rates on cash held 4.6 Cash and cash equivalents at end of period	596 (339) 150 946 -	596 (339) 150 946 -
	1,350	1,350
5. Reconciliation of cash and cash equivalents at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts	Current quarter $A’000	Previous quarter $A’000
5.1 Bank balances 5.2 Call deposits 5.3 Bank overdrafts 5.4 Other (provide details) 5.5 Cash and cash equivalents at end of quarter (should equal item 4.6 above)	1,200 150 - -	448 148 - -
	1,350	596

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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6.	Payments to directors of the entity and their associates	Current quarter
		$A'000
6.1	Aggregate amount of payments to these parties included in item 1.2	141
6.2	Aggregate amount of cash flow from loans to these parties included	-
	in item 2.3
6.3	Include below any explanation necessary to understand the transactions included in
	items 6.1 and 6.2

Includes salaries/fees/superannuation to executive and non-executive directors

7. Payments to related entities of the entity and their associates 7.1 Aggregate amount of payments to these parties included in item 1.2 7.2 Aggregate amount of cash flow from loans to these parties included in item 2.3	Current quarter $A'000
	-
	-

• 7.3 Include below any explanation necessary to understand the transactions included in items 7.1 and 7.2

n/a

8. Financing facilities available Add notes as necessary for an understanding of the position 8.1 Loan facilities 8.2 Credit standby arrangements 8.3 Other (please specify)	Total facility amount at quarter end $A’000	Amount drawn at quarter end $A’000
	-	-
	-	-
	-	-

• 8.4 Include below a description of each facility above, including the lender, interest rate and whether it is secured or unsecured. If any additional facilities have been entered into or are proposed to be entered into after quarter end, include details of those facilities as well.

n/a

9. Estimated cash outflows for next quarter	$A’000
9.1 Exploration and evaluation 9.2 Development 9.3 Production 9.4 Staff costs 9.5 Administration and corporate costs 9.6 Other (provide details if material) 9.7 Total estimated cash outflows	200 - - 130 70 -
	400

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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10. Changes in tenements (items 2.1(b) and 2.2(b) above)	Tenement reference and location	Nature of interest	Interest at beginning of quarter	Interest at end of quarter
10.1 Interests in mining tenements and petroleum tenements lapsed, relinquished or reduced	-
10.2 Interests in mining tenements and petroleum tenements acquired or increased	E38/3169 E38/3170 P38/4256 P38/4264 E38/2009 E38/2912	100% of Application 100% of Application 100% of Application 100% of Application Contract to Purchase Contract to Purchase	0% 0% 0% 0% 0% 0%	100% 100% 100% 100% 0% 0%

Compliance statement

• 1 This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.

• 2 This statement gives a true and fair view of the matters disclosed.

Sign here: Company Secretary

. Date: 26 October 2016

Print name: Brett Dickson

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ROX RESOURCES LIMITED QUARTERLY REPORT For Quarter Ended 30 September 2016

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Annexure 1 – Mining Tenements

Project	Tenement Number	Interest	Interest Held
Reward, NT	EL10316	All Minerals	49%
	EL26406*	All Minerals except Diamonds	49%
	EL27541	All Minerals	49%
	EL30042*	All Minerals except Diamonds	49%

Teck Australia Pty Ltd is earning a 70% interest in all of the Reward project tenements. On 19 October 2016 Teck advised Rox that it would exercise its pre-emptive right to acquire Rox’s interest in the Reward Zinc Project.

• Legend International Holdings has rights to diamonds on EL26406 and portions of EL30042

Mt Fisher, WA	Mt Fisher, WA	E53/1061**	All Minerals	100%
		E53/1106**	All Minerals	100%
		E53/1219**	All Minerals	100%
		E53/1250**	All Minerals	100%
		E53/1319**	All Minerals	100%
		E53/1465**	All Minerals	100%
		E53/1836**	All Minerals	100%
		M53/09**	All Minerals	100%
		P53/1497**	All Minerals	100%
		P53/1625**	All Minerals	100%
		E53/1218***	All Minerals	100%
		E53/1318	All Minerals	100%
		E53/1716	All Minerals	100%
		M53/127	All Minerals	100%
		P53/1496	All Minerals	100%
Rox Resources		holds an option to acquire 100% of the following Mt Fisher tenements
		E53/1788**	All Minerals	-
		E53/1802	All Minerals
		-
**	Doray Minerals is earning up to a 75% interest in these tenements.
***	Doray Minerals is earning up to a 75% interest in the gold rights to this tenements.
Bonya		EL29701+	Cu, Pb, Zn, Au, Ag, Bi, PGE’S	51%
		EL29599	All Minerals	100%
+	Rox may earn up to a 70% interest in this tenement
Collurabbie		E38/3169	All Minerals	Application
		E38/3170	All Minerals	Application
		P38/4256	All Minerals	Application
		P38/4264	All Minerals	Application
		E38/2009++	All Minerals	0%
		E38/2912++	All Minerals	0%

• ++ Rox has entered into a conditional contract to purchase these tenements

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