WEST WITS MINING LIMITED — Interim / Quarterly Report 2012

Jul 30, 2012

ASX: WWI www.westwitsmining.com

ASX Announcement and Media Release Tuesday, 31 July 2012

,

Fast Facts Capital Structure @ 30 Jun 2012 Shares on issue 256 million DRD Entitlement shares 38 million Performance Shares 46 million Options 78 million Market Cap A$5.1 million Cash in Bank A$2.1 million Debt Nil Enterprise Value (EV) A$3 million Current JORC Resource 287,000 EV / Resource oz A$10.45/oz

Company Directors & Management	Company Directors & Management
Michael Quinert	Executive Chairman
Neil Pretorius	Non-Exec Director
Phillip Hains	Non-Exec Dir/Co Sec
Hulme Scholes	Non-Exec Director
Vin Savage	Non-Exec Director

Top Shareholders ≈
DRD Gold Ltd	13%
GOC Holdings Ltd	11%
Trevor Neale	5%
ECR Minerals PLC	4%
Top 40 Shareholders	74%

Company Highlights

• Indonesia o High grade placer deposit o Project show early stage similarities with discoveries inc; Porgera, Edie Creek, Wau

• o Independent geologists believe source of nuggets likely to be local, based on the size and shape of the nuggets discovered

• South Africa

• 287,000 ozs Resource

• o near surface and underground targets

• o 31.8m ozs Au produced historically o Conceptual Target

• 3.85-5.06 million ozs Au

• o 16.5-21.7 million lbs U

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Contact Details West Wits Mining Limited ACN 124 894 060 Suite 1, 1233 High Street Armadale VIC 3143 T: +61(0)3 9824 8166 F: +61(0)3 9824 8161 E: info@westwitsmining.com

W: www.westwitsmining.com

Corporate Advisor Peregrine Corporate Limited Tim Chapman T: +61 9824 8166 E: tchapman@peregrinecorporate.com.au

Quarterly Activities Report

Review of Operations

West Wits Mining Limited (“West Wits” or “the Company”) during the quarter continued to address a number of key challenges at its Derewo River Gold Project (“Derewo”) in Papua Province, Indonesia and completed the partial sale of its South African exploration assets for a price of up to $9 million.

South Africa

On 24 May 2012, the Company received $2 million as an upfront payment as part of the consideration for the sale of its Randfontein cluster exploration leases in South Africa. The completed sale became a pivotal transaction for the Company given the impact on the Company’s cashflow from the delayed establishment of the alluvial operation at Derewo River. The board is very pleased to have secured this sale as the cash receipts it generates will continue to support the Company’s efforts to establish its operating base at Derewo and removes any foreseeable need to raise additional funding in such a challenging environment.

The Company’s existing cost base has been reduced whilst it is engaging and working with various levels of government, police and mines departments to secure unrestricted access at the Derewo River site where it intends to develop its initial alluvial operation.

Under the terms of the sale agreement West Wits will receive staged payments over the following milestones;

lowing milestones;
Instalment	Timing	Amount
Upfront payment	received	A$2 million
First instalment	22 November 2012	A$1 million
Interim instalment	22 February 2013	A$1 million
Interim instalment	22 May 2013	A$1 million
Interim instalment	22 August 2013	A$1 million*
Final payment	After transfer of leases+	A$ 3 million

*Subject to regulatory approval for the transfer of the leases

+Paid progressively based on R110 per tonne of ore processed.

The payment of the next instalment payment of $1 million to be received in November is unconditional and guaranteed. The two following instalment payments (22 February 2013 & 22 May 2013) will also be made on an unconditional basis with satisfactory security to be provided on or before the prior instalment payment.

The final $1 million instalment payment is subject to South African regulatory approval of transfer of the leases with the $3 million balance to be paid on a progressive basis at R110 per tonne of ore processed from these leases. Essentially this transaction provides for secured payments of A$5 million within 12 months of completion and prior to the legal transfer of title of the leases and up to a further $4 million payable following the transfer.

This transaction has no effect upon the Company’s continued ownership of Rand Leases and the DRD Lease in South Africa (“the Soewto cluster”) which contain stated JORC resources of 287,000 oz au. The Company is continuing to evaluate how best to develop or commercialise these assets including the potential for sale. In addition to the existing 287,000oz JORC resource, the Soewto cluster also contains a significant uranium target which remains intact from surface. By comparison the leases which were sold contained JORC resources of 139,000 ozs au and a JORC reserve of 58,800 ozs au.

Indonesia

Development of Derewo River Gold Project

West Wits has continued to progress a number of key issues with regards to commissioning an initial alluvial circuit at Derewo.

Previously the Company informed the market it had been frustrated in securing unrestricted access to the site designated for the initial alluvial project. These frustrations were largely created by the operators of the supply chain supporting an artisanal (illegal) mining population located at Derewo. Consequent discussions with government, police and mines departments have been centred on steps necessary for removing this illegal mining population safely and enforcing West Wits rights as the direct and lawful holder of both exploration and production licences for the Derewo River Gold Project.

Our direct legal ownership position on tenure is in contrast to other resource companies which operate within Indonesia under the old contract for work framework, which is based on a contract between a foreign company and local entity which holds the underlying mining or exploration licence.

Whilst West Wits legal tenure position is therefore strong it has taken time to engage with the appropriate and layered levels of government, the support of which is needed, in order to enforce its rights. West Wits has been in regular consultation with the local mayor of the Paniai Regency, the Governor of Papua as well as the Central Government in addition to the local, regional and central mines departments, all of which are involved in the process of enabling the successful development of this site. All of these authorities acknowledge that it is in the best interest of the local people that West Wits establish an operation as soon as possible. This is in part due to the fact that West Wits intends to establish medical and education facilities on site. In addition to these facilities the Company will also implement a training program to ensure local people can form the basis of the Company’s workforce once the alluvial operations are up and running. The Company continues to have the support of the local Wolani people to commence alluvial operations as soon as possible as they see this project as a platform for significant economic, health and social advancement in the area.

It was always understood that the need to remove the artisanal miners may present delays and efforts to repatriate this population by the local authorities whilst continuing are taking longer than anticipated. It should also be noted that it is not only the artisanal miners presence which is causing delays, but the operators of the supply chain supporting these artisanal miners which includes a local helicopter operation who are exploiting this vulnerable population.

In addition to rectifying the position surrounding access the Company has also experienced delays on the approval of its Forestry Permit for its approved mining lease. Whilst the Company has received the Forestry Permit for the wider exploration leases it is still waiting for approval for its mining lease. Again West Wits has been in ongoing discussions with the various responsible authorities including the regional and central mines departments. West Wits expects the Forestry Permit to be approved in the near future.

Exploration

The Company is proceeding with its planned exploration activities from an alternative site within its extensive Exploration IUP’s. Potential base camp sites have been identified in the Wopogi and Sena Prospect areas and are in process of being established.

Initial exploration programs will include follow up sampling and mapping programs to verify and expand upon the positive results from initial sampling programs completed by Freeport. The historic sampling data has then been further assessed using historic aeromagnetic data from an airborne survey completed in late 1993 for Freeport. This data has been reprocessed and integrated into to the Company’s database and has confirmed the case for the initial identified targets of Wopogi and Sena. The magnetic survey in a regional sense clearly shows a strong correlation between a strong magnetic signature and known mineralisation.

The "reduced to pole data" from the magnetic survey has identified a 3.5km diameter magnetic bull’s eye which is associated and overlays the anomalous gold and copper geochemistry in the central part of the Wopogi prospect. Reduced to pole magnetic data is produced when the regional variations in the earth's magnetic field are removed from the magnetic survey data. This data then shows variations in the magnetic field which are due to local factors such as changes in rock type, alteration, faults and intrusions.

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Figure 1. Lease Map with identified exploration targets of Sena, Wopogi and Biapigu

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Figure 2. Magnetic Bull’s Eye feature within the Wopogi Prospect and associated geochemistry

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Figure 3. Magnetic survey over the Sena Prospect and associated geochemistry

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Figure 4. Regional aeromagnetic map identifying Wopogi in the middle of the map and red “Bull’s Eye” located in centre of the target as well as regional

north-east trending structural faults

This magnetic data has identified several significant structural features, most notably the major structural fault immediately to the east of the bull’s eye, located in the centre of figure 2, which suggests a major regional fault. The Derewo Fault which the Company’s leases straddle is a major east-west structural boundary and a good locus for intrusive activity. However across New Guinea Island in addition to these major E-W structures there is a further mineralisation control associated with world class discoveries and this is a NE-SW structures/faults. These type of structures have now been recognised within the Company’s leases.

These NE-SW trending structures rarely have a strong surface expression but are very clear controls on mineralisation in the major mines such as Grasberg, Porgera, Ok Tedi, and Wafi. According to Cloos 2003, “The Grasberg Igneous Complex, the host of a supergiant Cu-Au porphyry copper–type ore deposit, was emplaced into a 2-km-wide, left-stepping [NNE] pull-apart [structure]”.

This historical aero-magnetic survey has identified a clear bull’s eye feature associated with anomalous gold and copper geochemistry. In addition the magnetic data demonstrates the lease area is structurally complex with the general E-W geological/structural trends offset by regional but significant NE-SW structures. The NE-SW structures are potential pull-apart (dilational) zones favourable for emplacement of intrusions and associated mineralisation. This associated mineralisation has been indicated through the geo-chemistry of the historic sampling programs which provided many prospective results and confirm at least some of these structures are mineralised.

All of this historical data provides a strong platform from which to plan initial exploration programs and continues to confirm the significant prospectivity of these leases. The data thus far continues to provide the Company with confidence that all the necessary geological indicators for a world class deposit in a world class gold province exist within these tenements.

For And On Behalf Of The Board

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Michael Quinert Chairman West Wits Mining Limited

The information in this report that relates to Exploration Results is based on information compiled by Mr Trevor Neale of West Wits Mining Limited who is a Member of the Australian Institute of Geoscientists. Mr Neale 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 Resource and Ore Reserves’. Mr Neale consents to the inclusion in this report of the matters based on his information in the form and context in which it appears.

Appendix 5B Mining exploration entity quarterly report

Rule 5.3

Appendix 5B – 4[th] Quarter

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 WEST WITS MINING LIMITED (ASX: WWI) ABN Quarter ended (“current quarter”) 89 124 894 060 30thJune 2012 Consolidated statement of cash flows	Name of entity WEST WITS MINING LIMITED (ASX: WWI) ABN Quarter ended (“current quarter”) 89 124 894 060 30thJune 2012 Consolidated statement of cash flows	Name of entity WEST WITS MINING LIMITED (ASX: WWI) ABN Quarter ended (“current quarter”) 89 124 894 060 30thJune 2012 Consolidated statement of cash flows	Name of entity WEST WITS MINING LIMITED (ASX: WWI) ABN Quarter ended (“current quarter”) 89 124 894 060 30thJune 2012 Consolidated statement of cash flows	Name of entity WEST WITS MINING LIMITED (ASX: WWI) ABN Quarter ended (“current quarter”) 89 124 894 060 30thJune 2012 Consolidated statement of cash flows	Name of entity WEST WITS MINING LIMITED (ASX: WWI) ABN Quarter ended (“current quarter”) 89 124 894 060 30thJune 2012 Consolidated statement of cash flows
	WEST WITS MINING LIMITED (ASX: WWI)
	ABN 89 124 894 060 Consolidated statement of cash flows
					30thJune 2012
1.1 1.2 1.3 1.4 1.5 1.6 1.7		Cash flows related to operating activities Receipts from product sales and related debtors Payments for (a) exploration & evaluation (b) development (c) production (d) administration (e) contract services (f) staff costs (g) other working capital Dividends received Interest and other items of a similar nature received Interest and other costs of finance paid Income taxes paid Other(provide details if material)		Current Quarter $A’000		Year to Date (12 months) $A’000
				- (203) - - (404) (44) (37) - - 6 - - -		- (1,428) - - (1,569) (171) (99) - - 67 - - -
			Net Operating Cash Flows	(682)		(3,200)
1.8 1.9 1.10 1.11 1.12			Cash flows related to investing activities Payment for purchases of: (a) prospects (b) equity investments (c) other fixed assets Proceeds from sale of: (a) prospects (b) equity investments (c) other fixed assets Loans to other entities Loans repaid by other entities Other - Acquisition of Subsidiaries, net of cash acquired	- - - 2,000 - - - 10 -		- - (15) 2,000 - - 10 (347)
			Net investing cash flows	2,010		1,648
1.13			Total operating and investing cash flows (carried forward)	1,328		(1,552)

• See chapter 19 for defined terms.

Appendix 5B Page 5 of 10

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Appendix 5B Mining exploration entity quarterly report

1.13 1.14 1.15 1.16 1.17 1.18 1.19			Current Quarter $A’000	Year to Date (12 months) $A’000
		Total Operating and Investing Cash Flows (Brought Forward)	1,328	(1,552)
		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 – capital raisingcosts	- - - - - -	3,266 - - - - -
		Net financing cash flows	-	3,266
1.20 1.21		Net increase (decrease) in cash held Cash at beginning of quarter/year to date Exchange rate adjustments to item 1.20	1,328 829 (73)	1,714 470 (100)
1.22		Cash at end of quarter	2,084	2,084

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

1.23 1.24	1.23 1.24	Aggregate amount of payments to the parties included in item 1.2 Aggregate amount of loans to the parties included in item 1.10	Current Quarter $A'000
			153
			-
1.25 Explanation necessaryfor an understandingof the transactions Salaries, directors’ fees, corporate advisory and consulting fees at normal commercial rates 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 - 2.2 Details of outlays made by other entities to establish or increase their share in projects in which the reportingentityhas an interest -		Explanation necessaryfor an understandingof the transactions
		Salaries, directors’ fees, corporate advisory and consulting fees at normal	commercial rates
	-
	Details of outlays made by other entities to establish or increase their share in projects in which the reportingentityhas an interest
	-

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

Financing Facilities Available

Add notes as necessary for an understanding of the position.

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 4.3 Production 4.4 Administration 4.5 Contract Services 4.6 Staff Costs	$A’000
	150
	50
	-
	400
	40
	20
Total	660

Reconciliation of Cash

Reconciliation of cash at the end of the quarter (as	Current Quarter	Previous Quarter
shown in the consolidated statement of cash flows) to	$A’000	$A’000
the related items in the accounts is as follows.
5.1 Cash on hand and at bank	2,084	829
5.2 Deposits at call	-	-
5.3 Bank overdraft	-	-
5.4 Other (provide details)	-	-
Total: Cash at End of Quarter(item 1.22)	2,084	829

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

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 of Quarter	Interest at end of Quarter
Nil
Nil

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

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 Security (cents)(see note 3)	Amount Paid up per Security (cents) (see note 3)
7.1	Performance +securities (Non-voting, non- participating, contingent on achieving 20,000oz of gold by 28/07/2013	46,000,000	-	-	-
7.2	Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy-backs, redemptions	-	-	-	-
7.3	+Ordinary securities	255,722,340	255,722,340	-	-
7.4	Changes during quarter (a) Increases through issues (b) Decreases through returns of capital,buy-backs	-	-	Nil	-
7.5	+Convertible debt securities (description)	-	-	-	-
7.6	Changes during quarter (a) Increases through issues (b) Decreases through securities matured,converted	-	-	-	-
7.7 7.8 7.9 7.10	Options (description and conversionfactor)	78,424,532	11,562,500	Exercisable @ $0.08 to $0.30	-
	Issued during quarter	-	-	-	-
	Exercised during quarter	-	-	-	-
	Expired during quarter	-	-	-	-
7.11	Debentures (totals only)	-	-	-	-
7.12	Unsecured notes (totals only)	-	-	-	-

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

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 give a true and fair view of the matters disclosed.

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Sign here: ............................................................ Date: 31[st] July 2012 (Director)

Print name: Michael Quinert

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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