31 July 2013 Australian Securities Exchange Level 5, 20 Bridge Street SYDNEY NSW 2000

QUARTERLY REPORT – 1 APRIL TO 30 JUNE 2013

ASX ANNOUNCEMENT

Stonewall Resources Limited (ASX: SWJ) “Stonewall” or the “Company” reports on its activities for the three month period ended 30 June 2013.

Executive Summary

Operations

TGME o Frankfort Mine reopened and commissioning commenced 6 months ahead of schedule and

under budget o The refurbishment of the Frankfort and Theta Mining complex completed ahead of schedule

and within budget o Commencement of commissioning and production in June 2013 o Circuit 1 of the Plant at Pilgrim’s Rest successfully completed o Concept mining plan for Beta Mine under development for release in July/August 2013

Sabie Mines o Feasibility study into the re-opening of Rietfontein Mine concluded o Preliminary work and preparation level 4 adit completed o Excavation and re-opening of level 2 in progress

Bosveld Mines o Tailings operation producing gold

Exploration

TGME o Beta Surface Exploration

The discovery of multiple mineralised reef horizons that may have significant economic value, potential future resource classification and comprise significant mineable reserves

Geological features (structures) that in some areas host gold mineralisation have been intersected

Additional sulphide mineral bearing zones at the Beta prospect have been intersected Progress in collating and assessing historical geological information and mapping Significant surface exploration diamond drilling for the period of 4,744.02 m In addition, new discoveries resulting from the Beta underground exploration program

are currently being assessed

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o Beta underground Exploration Substantial tonnages of gold bearing ‘reef residue’ discovered Substantial mineral resource at a potentially viable grade left behind in stopes by

historical mining Potential additional mineral resources targeted, currently being assessed Potential reopening of several mines with immediate access and low capital required

o Vaalhoek Surface Exploration

A total of 1,721.65 m has been drilled since drilling commenced in March 2013 Geological features (structures) that in other areas host gold mineralisation has been

shown to extend ahead of historic mining infrastructure Preliminary results of the current drilling are to be evaluated, with the potential of re-

focused strategic positioning of planned boreholes to evaluate the two (2) potential pay trends on Vaalhoek

Similarities between lithologies intersected at Beta and Vaalhoek Projects could possibly indicate the continuity of potential reef horizons on a regional scale

Corporate

Available cash balance of $3,847,000.00 at end of 30 June 2013 and update on the way forward

Stonewall entered into a conditional agreement with Shandong Qixing Iron Tower Co. Ltd “Qixing” regarding the potential sale of Stonewall Mining, a subsidiary of Stonewall

Qixing raised US$300 million as part of its plan to acquire for Stonewall Mining

Qixing due diligence and Share Sale Agreement advanced and proceeding according to plan

Stonewall now has a total of 8 granted mining rights and 6 granted prospecting rights

Renewal of Joint Venture Agreement with Developed Gold for exploration and development of the Lucky Draw in New South Wales

OUTLOOK FOR SEPTEMBER QUARTER 2013

Commence with and stabilise production at Theta and Frankfort Ramp up production at Bosveld through fine tuning the plant metallurgical performance as well as

throughput Complete the analysis of the Underground Exploration in accordance with the protocol provided by

the Competent Person in order to increase and upgrade the JORC resource Focus on Surface Exploration to shift from the drilling program to assessing and quantifying the

additional mineral horizons and determine their economic viability Complete the Beta Mining Concept Study and consider project economics and financing

alternatives Review the Rietfontein Feasibility Study, project economics and financing alternatives

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OPERATIONS

The TGME and Sabie Projects, which are located in the Mpumalanga Province of South Africa, already have an existing JORC compliant resource of over 2.78 million ounces.

Table 1 Conceptual Ounces in the Exploration Targets

Mineral Resource

Category Tonnes

(Kt) Grade (g/t) Gold

(Kg) Gold (oz)

Measured 2,615 1.08(u/g4.77) 2,821 90,000

Indicated 5,940 3.20(u/g5.87) 19,002 610,000

Total Measured and

Indicated 8,555 21,823 700,000

Inferred 17,949 3.63(u/g3.91) 65,204 2,094,000

Grand total 26,504 87,027 2,794,000

Stonewall is currently commissioning Frankfort and Theta Mines. Once production has stabilised, and subject to available funds, Stonewall will focus on the reopening of the Rietfontein and Beta Mines in order to ramp up production to the targeted 40,000 oz p.a by end 2013.

TGME

Frankfort and Theta Complex

The Frankfort and Theta Mining complex is one of the areas of gold mineralisation held under the Greater TGME Mining Right of Transvaal Gold Mining Estates (”TGME”), a subsidiary of Stonewall. Work at Theta Mine commenced in December 2012, with the objective to complete the reopening of the Mine as well as rebuild Circuit 1 of the Pilgrim’s Rest plant by April 2013. Commissioning commenced during May and was successfully completed in July 2013. The project was completed within a budget of $2.7 million.

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Stonewall is also pleased to announce that Frankfort has been reopened and commissioning has commenced, six months ahead of schedule.

FRANKFORT THETA EXPLORATION PROJECT

The Frankfort mine has a mineral resource as defined by the JORC code of 0.0718Moz, 0.026Moz at 4.77 g/t measured and 0.0456Moz at 5.05 g/t inferred. The single hole at Frankfort intersected the Bevett’s reef. The Frankfort Project is situated at the historic Theta and Bevett’s Sections of Frankfort Mine with both the Theta and Bevett’s Reef’s being targeted. The mine is currently being commissioned.

Underground refurbishment of Theta and Frankfort mines

Underground refurbishment of Theta and Frankfort mines

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BETA EXPLORATION PROJECT

Surface Exploration and Drilling

The drilling plan during the first half of 2013 produced significant surface exploration diamond drilling output, with the total project drilled metres achieved for the period reaching 6,600.99 m. The Beta and Vaalhoek Projects achieved 4,744.02 m and 1,721.65m, respectively, whilst the Frankfort Project reached 135.32 m. The most notable drilling result is the additional zones of sulphide mineralistion intersected above the Beta reef and adjacent to the Beta mine, that may have significant economic value and add to potential future resource classification The mineralised zones are being evaluated and if positive assay results are returned then it may represent a significant additional resource not previously included in resource statements. Continuing evaluation of historical data indicates that this mineralised zone in the vicinity of the Beta mine may be extensive. If economically feasible, significant potential exists for an increase in reserves. However, the areas in the Life of Mine (LoM) plan in the category of Inferred Resources will have to be upgraded to Measured and Indicated Resources first. The in-fill and down-dip drilling may result in the conversion of inferred resources to the indicated / measured categories, which, in turn, may provide the basis of Proven and Probable reserves. This will provide greater mining flexibility and enhancement of LoM tonnage, grade and metallurgical processing. The current Beta Surface Exploration Project has provided the following:

Identified various lithostratigraphic units, containing various potential mineralised sulphide-bearing reef zones

Geological features (structures) that in some areas host gold mineralisation have been shown to extend ahead of historic mining infrastructure

Possible additional sulphide mineral bearing zones to target

The core samples are being prepared and logged for assaying. These values, once reported, will result in an updated resource evaluation and strategic review for the further and continued exploration and evaluation of historic mining blocks. CURRENT RESOURCE AND TARGETED UPGRADE The Beta Mine has a current JORC resource of 0.5308Moz (0.0691Moz indicated, 0.4617Moz inferred). There is

the potential of an additional 0.1 Moz to 0.4 Moz from the planned drilling program. Once completed, the

western and southern portion can be drilled with the purpose to converting between 0.4 Moz and 0.6 Moz of

Inferred Resource to Indicated Resource.

Table 2 Beta Exploration Ounces*

*The potential quantity and grade of the Exploration Target is conceptual in nature. There has been insufficient exploration to define the Exploration Target as a Mineral Resource and it is uncertain if further exploration will result in the determination of the Exploration Target as a Mineral Resource.

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It should be noted that the existing JORC resource for Beta relates only to the Beta reef i.e. the Target Reef, and does not include the additional mineralised zones identified by the drilling program. The feasibility study into the re-opening of Beta is in the final stages of completion.

Underground Exploration

A significant discovery of underground reef residue material (ore) left behind in the old workings has been identified at Stonewall’s Beta Mine. The discovery of promising economic aspects of the reef residue has a significant upside potential to increase the mineral resources, Life of Mine (LoM) and introduce scalable low cost effective mineable potential. The Southern section of Beta Mine was opened in February 2013. Extensive analysis of existing infrastructure and underground workings took place, whilst physical exploration commenced in April 2013, with the objective of understanding the following:

According to historical data, TGME milled approximately 8 Mt between 1905 and 1970. The tonnage milled does not match the size of the mined area nor the waste rock dumps on the surface. It appears that only a percentage of ore mined was processed, leading to the conclusion that substantial reef residue material was left behind in the stopes

The mapping has shown extensive stoped out areas, without any demarcated pillars, leading to the conclusion that this residue was supporting the hanging wall

The historical mining method left substantial quantities of waste underground, leading to the question of whether the waste carries grade

The historical mining method comprised an overcut-resue process to isolate a 9 inch high-grade reef in the footwall, with a stope width of 35 inches. This lead to the question of how the high-grade reef was sorted and separated from the waste after blasting, and how efficient this separation process was

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Stonewall’s investigation and analysis at Beta South revealed the following:

The historical mining method (which dates from the 1950s and 1960s) was, in Stonewall’s opinion, not an overcut-resue process, but rather a sliping of extended faces by drilling approximately 50cm holes at a tangent, blasting an average minimum stope width of 35 inches and sorting/picking the reef from the blast residue. The residue was then packed behind the working face to provide both hanging-wall support and a blast curtain. The process was started by building a highly competent rock starter wall on the main haulages and the gullies, against which the reef residue was compacted.

Photograph taken at Beta South Underground showing residue packed and compacted behind the rock starter on a main haulage

The reef residue was packed into the stoped out area of the southern section, i.e. of the area partially surveyed, being between 180,000m2 and 200,000 m2, with a stope width of 35 inches to 70 inches containing between 230,000 and 420,000 tons of reef residue. (Partially verified, as not surveyed)

Several historical artisanal mining sites were detected and examined identifying the following mining method:

o Extraction from behind the starter walls to access the reef residue o The reef residue was screened to a minus 5-7mm fraction o The screened fraction was washed over a plains table, to recover free gold

Random grab samples taken of the concentrates (the minus 7mm fraction sans free gold) produced by artisanal mining activity indicate a grade between 10 and 17g/t

Accordingly, a significant upside discovery of the underground reef residue backfill pillars has been identified. A total of 62 (approximately 20kg each) underground bulk samples of reef residue pillars were taken, (based on the process recommended by the competent person, with a grade of between 0.6 and 5.88g/t in the 10mm fraction, which comprised between 44% and 67% of the mass. It is important to note that this was a preliminary program to establish the potential resource value, and based on these (un-verified) preliminary results, the reef residue indicates the presence of a possible minable resource. The recommended process was followed as prescribed by the Competent Person (CP), with the exception that at the time of the taking of the samples, the exact sampling positions were not surveyed positions.

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The discovery of the economic potential of the reef residue has a significant upside potential, especially with regard to the Inferred Resources and Life of Mine. If economically feasible, and cost effective, there is a significant chance for an increase in reserves and LoM in the category of Inferred Resources. In-fill sampling and bulk testing may result in the conversion of Inferred Resources to the Indicated/Measured categories, which in turn would serve as a basis for Proven and Probable Reserves. This will provide greater mining flexibility in terms of Life of Mine tonnage, grade and metallurgical processing. In addition to the reef residue, the underground exploration program has revealed a pre-developed block of substantial size in the southern section of the Beta Mine, which was not included in the Competent Person’s evaluation of the Beta Mineral Resource. Stonewall is in the advanced stages of concluding a concept mining plan for Beta Mine for completion and release in July/August 2013. The discovery of promising economic aspects of the reef residue has a significant upside potential to introduce scalable low cost effective mineable potential.

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VAALHOEK EXPLORATION PROJECT

Difficult drilling conditions did not allow for drilling

ahead of the historic mine workings. However, drilling

on the flanks of an historic trend intersected sulphide

mineralisation at a depth that would suggest the

hydrothermal system responsible for the mineralisation

of the Vaalhoek reef was much larger than previously

known. Preliminary results of the current drilling are to

be evaluated, with the potential of re-focused strategic

positioning of planned boreholes to evaluate the two (2)

potential pay trends on Vaalhoek.

The Vaalhoek mine has a mineral resource as defined by the JORC code of 0.248Moz inferred at a grade of 5.74 g/t and is targeted to produce 40,000 t.p.m. for up to 70,000 oz p.a. once fully operational from an average depth of between 120m and 250m below surface.

The Vaalhoek Project is situated in the southern and mid-

west of the old Vaalhoek mine, with the target being the

Vaalhoek reef.

A total of 1,721.65 m of the planned 3,028 m has been drilled since drilling commenced in March 2013. Four

(4) of the planned sixteen (16) holes have been completed, whilst three (3) had to be abandoned due to

difficult ground conditions.

SABIE PROJECTS

The Sabie Mines area, comprising the Rietfontein and Glynn’s complex includes five sections; Rietfontein, South Werf, Malieveld, Compound Hill and Olifantsgeraamte. These mines have a current resource of 1.136Moz (0.3163 Moz indicated, 0.8185 Moz inferred) at a grade of between 3.51 to 7.92 g/t as defined by the JORC Code. The mines are targeted to produce a total of 40,000tpm for up to 50,000 oz p.a once fully operational at an average depth of between 200m to 600m. Rietfontein (and Glynn’s Mine) The Rietfontein Mine is the first project for Sabie Mines Proprietary Limited (“Sabie Mines”), a subsidiary of Stonewall. Rietfontein is one of several areas of gold mineralisation held under the approved Rietfontein New Order Mining Right of Sabie Mines. This Mining Right includes the farms, Rietfontein, Waterval, Maliveld Valley and Spitskop.

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Subject to available funds, Stonewall is set to commence drilling and exploration at the mine two years ahead of schedule. The Company has successfully completed a pre-feasibility study and plans to commence with trial mining on a small scale at a rate of 5,000 tpm, targeting production of 1,294 oz for the year of 2013 and increasing to 8,200 oz by 2014. This phased approach is facilitated by the significant existing infrastructure and mining development which allows trial mining to commence with minimal capital investment. Exploration will be extended to include underground diamond drilling, drilling from off-reef development into the Inferred Resource shell and target Indicated Resources for which 50m spaced data points are required. To attain this, cross-cuts will be developed at 100m intervals with two holes drilled from each point to reach the desired spacing. The Rietfontein Project is a key supplementary component in achieving Stonewall’s near-term production target of 40,000 oz p.a by the end of 2013, 85,000 oz by the end of 2014, 155,000 oz by the end of 2015 and 205,000 oz by the end of 2016.

BOSVELD MINES Klipwal Tailings Project The Klipwal Mine is one of the areas of gold mineralisation of Bosveld Mines Proprietary Limited, a subsidiary of Stonewall. The rebuilding of the plant, infrastructure and deposition for the Klipwal Tailings Project has been completed on time and within budget.

STONEWALL RESOURCES - AUSTRALIAN PROJECTS

Lucky Draw The tenement is situated near the township of Burraga, approximately 3 hours west of Sydney. The Lucky Draw tailings dam is located 1.3km northeast of the Lucky Draw gold mine, an open cut mine that ceased operation in 1991. The Company is renewing its agreement with Developed Resources Pty Ltd (“Developed Resources”) that specialises in small-scale mine management. They have existing relationships with some of the market leading mining service providers and they are also specialists in maximising returns on tailings dams and other small-scale mining projects. Exploration Licence (EL) 6810 “Lucky Draw” was originally granted on 19 June 2007 and had been subsequently renewed until 19 June 2013. During the quarter, pursuant to section 113 of the NSW Mining Act 1992, a renewal application was lodged to the Department of Trade & Investment for a further renewal term of two (2) years. Following grant of the renewal application, the tenement will be extended to 19 June 2015. Weelah The tenement is located 32km to the northwest of Barrick Gold Corporation’s Cowal gold mine, a 4 Moz epithermal/porphyry deposit where gold is present in quartz, carbonate and sulphide veins.

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Springfield Springfield is situated approximately 220km north west of Sydney and lies between the towns of Gulgong and Mudgee. The tenement covers 70km² and is located in the upper catchment of the historically significant Gulgong alluvial goldfield. Mt David The tenement is located 20km southwest of Bathurst. The old Mt David gold mine produced approximately 27,000 ounces at 12.39g/t Au during the late 19th and early 20th centuries. No field work was undertaken by the Company during the Quarter.

CORPORATE

CASH POSITION

The Company’s available cash balance as at the end of June 2013 was $3,84M (March 2013: $6.4M) As

reported, Stonewall is in the process of commissioning two underground mines and has embarked on an

extensive exploration program during the period which accounts for the main movement in cash.

In addition to the cash balances, the company is in advanced stages of commissioning its production activities,

which are expected to supplement existing cash reserves through internally generated cash flow.

Nevertheless, Stonewall is cognisant that the aggressive exploration and extensive commissioning programs

have drawn on the company’s cash reserves as well as resulted in an increase in trade creditors.

Accordingly, Stonewall aims to monitor the position closely and has secured contingency commitments from

key shareholders should the need arise to supplement its cash reserves. In common with many other gold

miners, we are focussing in the short term on cost reduction and improvements in efficiency and utilisation.

Further we will continue to monitor corporate overheads and general costs.Stonewall is also observant of the

timeline of the Shandong Qixing Iron Tower bid and continues to monitor the possible effects on cash reserves

resulting from a prolonged process. Stonewall will implement plans to deliver on its production targets and

exploration commitments.

During the quarter, the main users of cash were:

Surface exploration and drilling

Opening of Beta mine and underground exploration

Preparing the Beta Mining Concept study due for release in August

Refurbishment of Theta Mine

Re-opening of Frankfort Mine

Commissioning costs at the Frankfort and Theta complex

Upgrading circuit 1 of the TGME processing plant

Preparing entry and attack points for the Rietfontein Mine, including necessary rock mechanics

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CORPORATE ACTIVITY - UPDATE ON THE SHANDONG QIXING IRON TOWER (SQIT) BID TO ACQUIRE

STONEWALL MINING FOR AN INDICATIVE PRICE OF US$140million

Stonewall previously advised the market that Shandong has raised 2.4 Billion Yuan (Approximately US$300 million) through a Private Placement to seven (7) specific shareholders. Shareholders approved the allotment of shares to the seven (7) investors, reporting that the funds would be used to:

- Acquire 100% equity of Stonewall Mining Proprietary Limited for 930 Million Yuan (Approximately US$150 million)

- Acquire 74% of the equity of a second South African gold mine, Galabyte and 100% of the equity of Galabyte Trust for 403 Million Yuan (Approximately US$65 million)

- The balance is to be invested into the expansion projects and provide working capital

Following the update of 18 June 2013, the Board of Stonewall can advise shareholders of the following developments:

- The parties are progressing the due diligence phase with SQIT having sent a number of delegations

to South Africa for further diligence on operations - The likely final structure of the transaction has been determined following receipt of extensive legal

and taxation advice - It is the Board’s intention to return all net proceeds of the transaction (save for any funds

reasonable required for regulatory and compliance purposes) to Stonewall shareholders o The form this will take is yet to be determined and will be subject to further legal and

taxation advice - Advisors have been formally appointed to guide the transaction towards completion, including

taxation, legal and Independent Experts

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ABOUT STONEWALL RESOURCES LIMITED

Stonewall Resources Limited (ASX: SWJ) is a gold mining company that holds a range of prospective gold assets, most of which are located in the world-renowned South African gold mining regions. These South African assets, which include several surface and near-surface gold mineralisations, provide cost advantages relative to other gold producers in the region. Stonewall’s three key projects are the TGME Project, located around the towns of Pilgrims Rest and Sabie in the Mpumalanga Province of South Africa (one of South Africa’s oldest gold mining districts), the Bosveld Project, located in South Africa’s KwaZulu-Natal Province, and the Lucky Draw Project, located in Australia, near the township of Burraga in New South Wales. Stonewall owns 74% of TGME, Sabie Mines and Bosveld Mines. The Company began production from the TGME Project tailings operations in the 2nd quarter of 2011 and commissioned the second tailings operation at the Bosveld Project in the 3rd quarter of 2012, and is currently earning revenue from both operations. Near-term projects target an increase in production to 40,000 oz pa by the end of 2013, increasing to 205,000 oz pa by the end of 2016. The near-term objective of the Company's exploration strategy is to identify an additional 0.33Moz to 3.070Moz of Mineral Resources by end 2013, including an upgrade of between 0.399Moz and 0.665Moz from Inferred to Indicated by end-2013, with particular focus on the Company's TGME Project. Beyond its current strategies, Stonewall has access to nearly 40 historical mines and prospect areas that can be accessed and explored. For more information please visit: www.stonewallresources.com For further information please contact:

On behalf of the Board

Peter Hunt

Company Secretary

Competent Persons Statement

The information in this Presentation that relates to Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Charles

Muller, who is a Member or Fellow of the South African Council for Natural Scientific Professions, which is a Recognized Overseas Professional

Organization’ (ROPO) included in a list promulgated by the ASX from time to time. Charles Muller is employed by Minxcon and has sufficient experience

which is relevant to the style of mineralization 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’.

Charles Muller consents to the inclusion in this Presentation of the matters based on his information in the form and context in which it appears.

Forward looking statements

Statements in this announcement regarding the Company’s plans with respect to its mineral properties are or may be forward-looking statements.

There can be no assurance that the plans for development of its mineral properties will proceed as currently expected. There can also be no assurance

that the Company will be able to convert Inferred resources to Indicated resources or Indicated resources to Measured resources, that any

mineralisation will prove to be economic, or that a mine will successfully be developed at any of the Company’s mineral properties. The potential

quantity and grade of exploration targets is conceptual in nature at this stage as there has been insufficient exploration to define a Mineral Resource

quantity under the JORC code. Further, it is uncertain if future exploration will result in the determination of a Mineral Resource.

Trevor Fourie, Director Stonewall Resources Limited M: 0414 324 960 E: trevor@stonewallmining.com

Rod North, Managing Director, Bourse Communications Pty Ltd T: (03) 9510 8309, M: 0408 670 706, E: rod@boursecommunications.com.au

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 17/12/2010 Appendix 5B Page 1

Rule 5.3

Appendix 5B

Mining exploration entity quarterly report Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10

Name of entity

Stonewall Resources Limited

ABN Quarter ended (“current quarter”)

30 131 758 177 30 June 2013

Consolidated statement of cash flows

Cash flows related to operating activities

Current quarter

$A’000

Year to date

( 12 months)

$A’000

1.1 Receipts from product sales and related debtors

2,018 5,279

1.2 Payments for (a) exploration & evaluation

(b) development

(c) production

(d) administration

(2,854)

(1,035)

(5,079)

(4,585)

1.3 Dividends received

1.4 Interest and other items of a similar nature received 187 351

1.5 Interest and other costs of finance paid (46) (75)

1.6 Income taxes paid

1.7 Other (provide details if material)

Net Operating Cash Flows

(1,730)

(2,913)

Cash flows related to investing activities

1.8 Payment for purchases of:

(a) prospects

(b) equity investments

(c) other fixed assets

(including capitalised

exploration and development

costs)

(27)

(1,589)

(27)

(4,907)

1.9 Proceeds from sale of:

(a) prospects

(b) equity investments

(c) other fixed assets

2

2

1.10 Loans to other entities (1) (3)

1.11 Loans repaid by other entities

1.12 Other (Rehabilitation Trust Fund)

(Cash on hand of Stonewall Mining Pty

Ltd Group upon acquisition)

(165)

(526)

5,635

Net investing cash flows

(1,781)

174

1.13 Total operating and investing cash flows (carried

forward)

(2,315)

(2,739)

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. Appendix 5B Page 2 17/12/2010

1.13 Total operating and investing cash flows

(brought forward)

(2,315)

(2,739)

Cash flows related to financing activities

1.14 Proceeds from issues of shares, options, etc. 5,281

1.15 Proceeds from sale of forfeited shares

1.16 Proceeds from borrowings 885 1,432

1.17 Repayment of borrowings (7) (15)

1.18 Dividends paid

1.19 Other (provide details if material)

Net financing cash flows

878

6,698

Net increase (decrease) in cash held

(2,632)

2,762

1.20 Cash at beginning of quarter/year to date 6,444 1,090

1.21 Exchange rate adjustments to item 1.20 35 (5)

1.22 Cash at end of quarter

3,847

3,847

Payments to directors of the entity and associates of the directors

Payments to related entities of the entity and associates of the related entities Current quarter

$A'000

1.23

Aggregate amount of payments to the parties included in item 1.2

192

1.24

Aggregate amount of loans to the parties included in item 1.10

1

1.25

Explanation necessary for an understanding of the transactions

Fees and wages paid to directors of the consolidated entity.

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

reporting entity has an interest

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 17/12/2010 Appendix 5B Page 3

Financing facilities available Add notes as necessary for an understanding of the position.

Amount available

$A’000

Amount used

$A’000

3.1 Loan facilities

3.2 Credit standby arrangements

Estimated cash outflows for next quarter $A’000

4.1 Exploration and evaluation

663

4.2 Development

4.3 Production

(1,566)

4.4 Administration

1,301

Total

398

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 in the accounts is as follows.

Current quarter

$A’000

Previous quarter

$A’000

5.1 Cash on hand and at bank 490 447

5.2 Deposits at call

3,357

5,997

5.3 Bank overdraft

5.4 Other (provide details)

Investec Restricted Cash

Total: cash at end of quarter (item 1.22)

3,847

6,444

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. Appendix 5B Page 4 17/12/2010

Changes in interests in mining tenements Tenement reference Nature of interest

(note (2))

Interest at

beginning of

quarter

Interest at

end of

quarter

6.1 Interests in

mining

tenements

relinquishe

d, reduced

or lapsed

6.2 Interests in

mining

tenements

acquired or

increased

1.TGME

1.5 Columbia Hill

Historic Mines

1.6 Grootfontein Cluster

Historic Mines

1.7 Hermansberg

Underground Deposits

Underground Deposits

Surface & Underground

Deposits

0%

0%

0%

74%

74%

74%

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 17/12/2010 Appendix 5B Page 5

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 (see note

3) (cents)

Amount paid up per

security (see note 3)

(cents)

7.1 Preference +securities (description)

7.2 Changes during

quarter

(a) Increases

through issues

(b) Decreases

through returns

of capital, buy-

backs,

redemptions

7.3 +Ordinary

securities

404,498,924

195,986,600

7.4 Changes during

quarter

(a) Increases

through issues

(b) Decreases

through returns

of capital, buy-

backs

7.5 +Convertible

debt securities –

7.6 Changes during

quarter

(a) Increases

through issues

(b) Decreases

through

securities

matured,

converted

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. Appendix 5B Page 6 17/12/2010

7.7 Options Unlisted,

unrestricted &

unescrowed

Unlisted,

unrestricted &

unescrowed

Unlisted,

restricted &

escrowed for 24

months from

27/11/2012

8,860,000

1,000,000

1,000,000

Exercise price

$0.20

$0.25

$0.20

Expiry date

31/10/2013

30/03/2014

27/11/2015

7.8 Issued during

quarter

7.9 Exercised during

quarter

7.10 Expired during

quarter

7.11 Debentures (totals only)

7.12 Unsecured

notes (totals

only)

Compliance statement

1 This statement has been prepared under accounting policies which comply with

accounting standards as defined in the Corporations Act or other standards acceptable

to ASX (see note 5).

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

Sign here: Date: 31 July 2013

Print name: Peter Hunt

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 17/12/2010 Appendix 5B Page 7

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 6: Exploration for and Evaluation of

Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.

5 Accounting Standards ASX will accept, for example, the use of International

Financial Reporting 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.

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