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TAW - Tawana Resources NL - Quarterly Activities and Cash Flow Report 1 January

Release Date: 29/04/2011 17:21:02      Code(s): TAW
TAW - Tawana Resources NL - Quarterly Activities and Cash Flow Report 1 January 
- 31 March 2011                                                                 
Tawana Resources NL                                                             
(Incorporated in Australia)                                                     
(Registration number ACN 085 166 721)                                           
Share code on the JSE Limited: TAW                                              
ISIN: AU000000TAW7                                                              
Share code on the Australian Stock Exchange Limited: TAW                        
ISIN: AU000000TAW7                                                              
("Tawana" or "the Company")                                                     
Tawana Resources NL (ASX: TAW) is pleased to present the report on activities   
for the period January to March 2011.                                           
HIGHLIGHTS                                                                      
-    Placement of 100 million shares at 4.5 cents raising $4.5 million before   
    fees with BGF Equities Pty Ltd acting as the lead Manager                   
-    Formal approval and granting of two mineral exploration licenses for       
    1,591km2 of highly prospective ground in Liberia, West Africa               
-    Extensive artisanal gold workings confirmed on both Liberian licenses      
-    Nimba license alluvial workings occur in numerous streams draining high    
priority target defining a 30km long ridge                                  
-    Lofa license alluvial workings occur within a river draining a greenstone  
    belt within an adjacent license with similar settings and reported          
    extensive artisanal gold workings defining a high priority 16km long ridge  
target within the Lofa license                                              
-    Liberian field work underway prior to onset of wet season; four teams      
    mobilised, field offices secured, 150 stream sediment samples collected to  
    date, communities and stakeholders engaged and supportive of field          
programmes                                                                  
-    The Avontuur high-grade manganese resource was increased by 63% to 108.9Mt 
    at 38.6% Mn and the feasibility study scope expanded from a base case of    
    1Mtpa to a 2Mtpa operation                                                  
-    Tawana Resources Nl (the `Company`) continues to evaluate a number of      
    potential project acquisition and farm-in opportunities in Liberia in its   
    own right and is also working closely with Gryphon on other highly          
    prospective West African opportunities                                      
Corporate                                                                       
On 16th March 2011 the Company raised $4.5 million via share placement of 100   
million shares at 4.5 cents with BGF Equities Pty Ltd acting as the lead        
manager. Through the capital raising Gryphon Minerals maintained its 14.25%     
shareholding; demonstrating its long term commitment to the Strategic Alliance  
and ongoing success of the Company.                                             
Tawana Resources Liberia was incorporated in Liberia and is 100% held by Kenema-
Man Holdings Liberia Pty Ltd; an Australian subsidiary wholly owned by Tawana   
Resources NL.                                                                   
The Company has secured with SEMS Exploration Services Ltd of Ghana an office in
Monrovia, the capital city of Liberia. The company has secured two exploration  
field offices close to project areas.                                           
The Company attended and presented at the first Liberian Mineral and Energy     
Conference (LIMEP) held 11-13th April 2011 in Monrovia, Liberia. The conference 
was well attended with over 300 delegates from a broad spectrum of mining,      
exploration and service provider industries active in Liberia.                  
Change of Registered Office and Principle Place of Business                     
The Company is also pleased to advise that the Registered Office and Principal  
Place of Business are now located at:                                           
Physical Address:             Postal Address:          Phone: (08) 9389 3140    
Suite 25,                     P.O. Box 3144            Fax: (08) 9389 3199      
145 Stirling Highway,         Broadway                                          
Nedlands, Western Australia   Nedlands WA 6009                                  
Liberia                                                                         
As a first move under the Strategic Alliance with Gryphon Minerals, two mineral 
permits issued in December 2010 were formally approved to Gryphon Minerals Ltd  
(ASX: GRY) by the Liberian Minister of Lands Mines and Energy Dr Roosevelt G    
Jayjay on 23rd February 2011, allowing field exploration programmes to commence.
The licenses are to be explored by and transferred to the Company as part of the
Strategic Alliance agreement with Gryphon Minerals.                             
The Lofa Licence covers 596km2 and is along strike from the 1.52Moz New Liberty 
gold deposit and the Nimba Licence covers 995km2 and is adjacent to the 5.0Moz  
Ity gold mine. Both licences host highly prospective Archean greenstone belts   
that have had no modern day exploration and have confirmed artisanal workings.  
An additional five possible applications were submitted for gold and non-ferrous
minerals exploration in the north east and east of the country. The Company was 
unsuccessful in securing three of the five potential applications submitted and 
feedback on the remaining two applications is pending. The Nimba North          
application (478km2) is an extension of the geological features favourable to   
the Nimba license; hosts reported artisanal gold workings and provides          
operational synergies with Nimba. The Vaiidi Mountain application (986km2) hosts
a significant package of folded and sheared greenstone and banded iron          
formations prospective for gold with reported artisanal gold workings.          
The Nimba license area is considered highly prospective for significant gold    
mineralisation:                                                                 
i.   Proximity to the Cestos Shear; a major scale crustal structure which hosts 
the Ity Gold Mine (5Moz) and converges with the Syama-Morila gold hosting shear 
structure                                                                       
ii.  Proximity to the Ity Gold Mine (5Moz)                                      
iii. Structurally complex zone at contact between Archean Craton to the west and
Birimian belt to the east with inferred in-folding of Birimian aged rocks into  
Archean Craton and emplacement of Palaeoproterozoic granitoids into the folded  
rock package along major structures of the Cestos Shear                         
Lofa License                                                                    
Field work has progressed well since commencing during the first week of April  
2011. All access roads, tracks and paths have been mapped, approximately 40     
stream sediment samples collected and reports of artisanal gold workings        
confirmed in the south west of the license along the Kpo Range.                 
Artisanal alluvial gold mining was located in the south of the Lofa license     
along a large river draining Shankil Resources Inc property within the central  
part of Tawana`s license. Sand and gravel dug by hand from the river bed by     
divers was screened, washed and panned on the river bank producing fine to      
medium grained gold. Reported hard rock mining of a gold bearing narrow quartz  
vein in Shankil`s property and cut by the same river is the likely source of    
this gold; further confirmed by the medium to fine grained nature of the gold   
recovered.                                                                      
Similar greenstone and banded iron formation units that host this mineralisation
occur along strike and slightly offset in the south-west of the Lofa license.   
This is also the area of reported gold workings further enhancing the target    
area.                                                                           
Work Plan going forward                                                         
Alluvial gold workings have been confirmed on both licenses and from their      
distribution around coincident topographic highs, regional aeromagnetic         
anomalies and mapped Archean greenstone belts will be targeted with widely      
spaced soil traverses prior to the onset of the wet season in early June 2011.  
These areas represent high priority targets confirmed by the presence of        
alluvial gold workings in several rivers and streams draining from the narrow   
greenstone belt ridges within the concession areas.                             
Ongoing regional stream sediment sampling and targeted soil traverses remain the
priority with approximately 350 stream sediment samples and 400 soil samples    
remaining prior to the onset of the wet season in early June 2011. Sampling is  
being carried out in conjunction with geological mapping and identification and 
appraisal of artisanal workings as the field programmes progress.               
Community and stakeholder liaison will remain ongoing. This is paramount to     
building good community relations, managing expectations, fostering ongoing     
community support and maintaining a social licence to operate.                  
In addition to ongoing lobbying of the Ministry to finalise approval of         
remaining applications, the Company continues to evaluate a number of potential 
project acquisitions and farm-in opportunities in Liberia in its own right and  
is also working closely with Gryphon on other highly prospective West African   
opportunities. The Company is currently reviewing potential acquisitions in     
Liberia and undertaking geological due diligence on the opportunities including 
site visits.                                                                    
About Liberia                                                                   
Liberia is a democratic country run by Her Excellency President Ellen Johnson-  
Sirleaf; Africa`s first elected female head of state in 2005. The country is    
hugely prospective and hosts several world class iron ore deposits but yet is   
completely underexplored for gold and non-ferrous metals.  Liberia has a modern 
and transparent mining code and the government is supportive of foreign         
investment especially in the exploration and mining industry to help unlock the 
value of its potential mineral wealth. Tawana will be one of the first ASX      
listed junior companies into Liberia following in the footsteps of mining majors
BHPBilliton, Arcelor-Mittal and Severstal.                                      
Liberia is located in West Africa dominantly within the Archean aged Kenema Man 
Domain and lesser Birimian sediments to the east.  There are a large number of  
world class mineral deposits located in the Archean and Birimian rock types     
throughout West Africa including Obuasi (40Moz+) and Tasiast (18Moz+). West     
Africa is one of the fastest growing mineral provinces in the world and Liberia 
currently hosts several world class iron ore deposits and is underexplored for  
gold.                                                                           
South Africa                                                                    
Rakana Consolidated Mining Pty Ltd (TAW 26%)                                    
The Company holds a 26% equity stake in Rakana Consolidated Mining Pty Ltd      
("Rakana") the joint venture partner of Aquila Resources Ltd ("Aquila") in the  
Thabazimbi Joint Venture.                                                       
Avontuur Manganese Project (TAW indirect interest 6.7%)                         
The Avontuur high-grade Managanese Project is located in the Northern Cape      
Province, South Africa. Aquila Resources (ASX: AQA) announced a JORC compliant  
resource upgrade of 108.9Mt at 38.6% Mn on 4th February 2011.                   
The Avontuur Project is incorporated in the Thabazimbi Joint Venture.           
category    Tonnes   mn%   Fe%    SIO2   Lol%  CaO%   MgO%                   
               `000T                                                            
   Gravenhage                                                                   
   Measured    26.245   39.25 12.48  8.96   8.06  6.82   3.48                   
Indicated   34.493   38.7  12.24  9.63   8.24  6.93   3.63                   
   Inferred    46.332   37.95 11.41  10.31  8.68  7.38   3.94                   
   Sub-Total   107.07   38.51 11.94  9.77   8.39  7.1    3.73                   
   Eerbergint                                                                   
Inferred    1,800    45.5  13,00  4,63   3.7   N/A    N/A                    
   Total       108,870  38.63 11.96  9,69   8.31  N/A    N/A                    
   category   AI,OS2  K2O % P%     RD     Thickness                             
   Gravenhage                                                                   
Measured   0.34    0.19  0.03   3.73   3.28                                  
   Indicated  0.32    0.18  0.03   3.72   3.13                                  
   Inferred   0.33    0.14  0.03   3.68   3.03                                  
   Sub-Total  0.33    0.15  0.03   3.7    3.12                                  
Eerbergint                                                                   
   Inferred   0,52    0.01  0.01   4      4.02                                  
   Total      0,33    0.16  0.03   3.7    4.02                                  
N/A-Not modeled                                                                 
Avontuur Resource Estimate (AQA, 4th Feb 2011)                                  
The Avontuur Project area is located approximately 30km north of the Kalahari   
Manganese Field, South Africa`s premier manganese producing area (see map       
below).                                                                         
Highlights announced on 4th February 2011 by Aquila include:                    
56% of the Gravenhage Manganese Resource is now in the Measured and Indicated   
category;                                                                       
59% of the Gravenhage Deposit has an average grade of 40% with 25.4Mt of the    
Resource grading 43.8% Mn;                                                      
Feasibility Study underway to initially mine the Gravenhage Deposit as an open  
pit, with subsequent underground mining from an open pit access;                
Strong exploration potential exists within the 10km long Avontuur Basin, which  
is wholly contained within the 370km2 Avontuur Prospecting Right. Five target   
areas have been identified for further exploration; and                         
Recent exploration at Haakdoorn, 7km south of Gravenhage Deposit intersected    
1.5m at 43.2% Mn from 214m and 1.5m at 40.8% Mn from 217m.                      
Following a review of the resource upgrade and its impact on pit design, Aquila 
announced on 11th March 2011 that the Feasibility Study base case of 1Mtpa from 
open cut operations has been expanded to target an operation with an annual     
production of 2Mtpa.                                                            
Thabazimbi Iron Ore Project (TAW indirect interest 6.7%)                        
The Meletse Iron Ore Project has a JORC compliant indicated and inferred        
resource estimate of 47.6Mt at 62.9% Fe in the Limpopo Province, South Africa.  
The Meletse Project is incorporated in the Thabazimbi Joint Venture. Significant
expansion potential exists as the deposit remains open at depth and along       
strike.                                                                         
Meltse Iron Ore Resources                                                       
Resources       Tonnes  Fe %  SIO2   AI,OS2 P %    S %   MnO %  MgO % Lol       
Classification  Mt                                                              
Indicated       15.9    63.6  6.22   1.07   0.031  0.45  0.783  0.076 1,00      
Inferred        31.7    62.5  8.89   0.82   0.044  0.041 1.078  0.054 1,19      
Total           47.6    62.9  8      0.91   0.04   0.043 0.979  0.061 1,13      
Kareevlei Wes Project, Kimberley Region (TAW 100%)                              
The Kareevlei Project Area is comprised of a cluster of five kimberlites located
approximately 100km northwest of Kimberley.                                     
On 25th January 2011 the Company announced that an Addendum to the Heads of     
Agreement for the sale of Kareevlei was signed with Rolatseng Mining CC. The    
Purchase price was revised from ZAR25 million to ZAR22 million due to an        
expectation of a lower grade as announced in the previous quarter. The revised  
terms of the HoA are as follows:                                                
Payment of a ZAR150,000 non-refundable deposit within fourteen (14) days of the 
signing of the HoA,                                                             
Payment of a ZAR250,000 non-refundable deposit on 30th November 2010,           
Payment of ZAR1.1 million in five monthly installments commencing 31st January  
2011 into trust or escrow and released to the vendor on transfer of the Mining  
Right,                                                                          
Payment of ZAR20.5 million within seven days of completion of the Trial Mining  
and reporting exercise and to be held in trust or escrow pending transfer of the
Mining Right.                                                                   
The first two payments of ZAR150,000 and ZAR250,000 have has been received by   
the Company and steps are underway to transfer the Mining Right. To date        
Rolatseng has not made monthly instalments as per the revised agreement due to  
delays in securing new funding after their original partner and funder reneged. 
A 31st May 2011 deadline to secure guaranteed funding for the whole purchase    
price was agreed on which Tawana reserves the right to terminate the agreement  
without any financial reimbursement.                                            
Daniel Alluvial Project, Kimberley Region (TAW 100%)                            
The Daniel Alluvial Project is a large buried palaeo alluvial diamond project   
2km south of the Finsch kimberlite diamond mine. It was discovered in 2003      
following a FALCOMTM survey by BHPB targeting satellite kimberlite pipes around 
Finsch. The project consists of three diamondiferous paleao gravel channels;    
Feeder Channel, Main Channel and Eastern Gravels. The Daniel diamonds are       
interpreted to be derived from eroded diamondiferous Finsch kimberlite material.
No work was carried out on the project during the reporting period.             
Perdevlei Kimberlite Project, Kimberley Region (TAW 100%)                       
The Perdevlei kimberlite project is located approximately 50km east of the      
Finsch diamond mine in the Kimberley Region of the Northern Cape Province. The  
kimberlite pipe is approximately 1.7Ha in size, drill confirmed to 150m depth   
and the project area is also prospective for alluvial diamonds.                 
No field work was undertaken during the reporting period.                       
St Augustine (TAW 30%) and Lexshell Projects, Kimberley Region                  
The St Augustine kimberlite project is located approximately 600m west of the   
Big Hole in Kimberley. It is a historic surface and underground mine reportedly 
mined to a depth of 800ft (242m). The conceptual target is primary kimberlite at
depth below historic workings and remains untested.                             
The Lexshell alluvial project is located 50km north-east of Kimberley, at the   
confluence of the Vaal and Harts rivers. The project has targeted and confirmed 
the presence of diamondiferous palaeo alluvial channels.                        
No field work was undertaken on either project during the reporting period.     
Botswana                                                                        
Orapa Project (100% 0wned by Seolo Pty Ltd, a wholly owned subsidiary and       
Firestone Diamonds Ltd (AIM: FDI) having the right to initially earn 70%        
interest in the Project)                                                        
The Orapa project consists of the BK24 kimberlite 22km north-north-east from    
Lelthalkane in Botswana and under joint venture with Firestone Diamonds (AIM:   
FDI). Under the Exploration Joint Venture Agreement Firestone has the right to  
initially earn 70% in the Project through funding and execution of exploration  
activities including the collection and processing of a bulk sample of          
kimberlite material using a large diameter (24" or 36") drill rig of a minimum  
of 150 tonnes from kimberlites less than 1Ha in size, and a minimum of 250      
tonnes from kimberlites greater than 1Ha in size.                               
Large diameter drilling has been delayed due to delays in the start-up of       
Firestone`s BK11 mine. Drilling is expected to commence during Q2 2011.         
Australia                                                                       
Flinders Island & Venus Bay Projects, South Australia (TAW 80%, 20% Orogenic    
Exploration with Flinders Mines earning in)                                     
The Flinders Island and Venus Bay Projects are located along the western Eyre   
Peninsula coast line, South Australia. Licenses are held by Tawana Resources NL 
(80%) and Orogenic Exploration Pty Ltd (20%) with Flinders Mines Ltd earning    
equity under a farm in JV.                                                      
No field work was undertaken during the reporting period, however, Venus Bay    
licenses were renewed.                                                          
For further information, please contact:                                        
Lennard Kolff van Oosterwijk                                                    
Chief Executive Officer                                                         
Competent Persons Statements                                                    
The information in this report in so far that it relates to Liberian Project    
Exploration Results, Mineral Resources or Ore Reserves is based on information  
compiled by Lennard Kolff van Oosterwijk, who is a Member of the Australian     
Institute of Geoscientists included in a list promulgated by the ASX from time  
to time. Lennard Kolff van Oosterwijk is a full-time employee of the company and
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`. Lennard Kolff van Oosterwijk consents to the inclusion in the    
report of the matters based on his information in the form and context in which 
it appears.                                                                     
The information in this report, insofar as it relates to the Meletse Iron Ore   
Resource and the Gravenhage Manganese Resource was prepared under the           
supervision of Mr Brent E Green who is a member of the Australian Institute of  
Geoscientists and Mr Bernhard Siebrits who is a member of the Australasian      
Institute of Mining and Metallurgy. Mr Green is full-time employee of Aquila    
Resources Ltd and Mr Siebrits is a full-time employee of Golder Associates      
Africa Ltd. Mr Green and Mr Siebrits have sufficient experience which is        
relevant to the style of mineralisation and type of deposit under consideration 
and to the activity which they are undertaking to qualify as Competent Persons  
as defined in the 2004 Edition of the `Australasian Code of Reporting of        
Exploration Results, Mineral Resources and Ore Reserves`.                       
Rule 5.3                                                                        
Appendix 5B                                                                     
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                                                                  
Tawana Resources NL                                                             
ABN                                  Quarter ended                              
                                    ("current quarter")                         
69 085 166 721                       31 March 2011                              
Consolidated statement of cash flows                                            
Current       Year to date                     
Cash flows related to operating   quarter       (3 months)                      
activities                        $A`000        $A`000                          
1.1  Receipts from product        -             -                               
sales and related debtors                                                   
1.2  Payments for   (a)           (78)          (78)                            
    exploration & evaluation     -             -                                
    (b)  development             -             -                                
(c)  production              (380)         (380)                            
    (d)  administration                                                         
1.3  Dividends received           -             -                               
1.4  Interest and other items     13            13                              
of a similar nature                                                         
    received                                                                    
1.5  Interest and other costs     -             -                               
    of finance paid                                                             
1.6  Income taxes paid            -             -                               
1.7  Other (provide details if    8             8                               
    material)                                                                   
                                                                                
Net Operating Cash Flows     (437)         (437)                            
                                                                                
    Cash flows related to                                                       
    investing activities                                                        
1.8  Payment for purchases of:                                                  
    (a)  prospects               -             -                                
    (b)  equity investments      -             -                                
    (c)  other fixed assets      (7)           (7)                              
1.9  Proceeds from sale of:                                                     
    (a)  prospects               -             -                                
    (b)  equity investments      -             -                                
    (c)  other fixed assets      -             -                                
1.1  Loans to other entities      -             -                               
0                                                                               
1.1  Loans repaid by other        -             -                               
1    entities                                                                   
1.1  Other (provide details if    -             -                               
2    material)                                                                  
                                                                                
    Net investing cash flows     (7)           (7)                              
1.1  Total operating and                                                        
3    investing cash flows         (444)         (444)                           
    (carried forward)                                                           
    Total operating and          (444)         (444)                            
1.1  investing cash flows                                                       
3    (brought  forward)                                                         
                                                                                
    Cash flows related to                                                       
financing activities                                                        
1.1  Proceeds from issues of      4,750         4,750                           
4    shares, options, etc.                                                      
1.1  Proceeds from sale of        -             -                               
5    forfeited shares                                                           
1.1  Proceeds from borrowings     -             -                               
6                                                                               
1.1  Repayment of borrowings      -             -                               
7                                                                               
1.1  Dividends paid               -             -                               
8                                                                               
1.1  Other - share issue costs    -             -                               
9                                                                               
    Net financing cash flows     4,750         4,750                            
                                                                                
    Net increase (decrease) in   4,306         4,306                            
cash held                                                                   
                                                                                
1.2  Cash at beginning of         835           835                             
0    quarter/year to date                                                       
1.2  Exchange rate adjustments    (1)           (1)                             
1    to item 1.20                                                               
1.2  Cash at end of quarter       5,140         5,140                           
2                                                                               
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                           
                                                                                
1.2   Aggregate amount of payments to the       47                              
3     parties included in item 1.2                                              
                                                                                
1.2   Aggregate amount of loans to the parties  -                               
4     included in item 1.10                                                     

1.2   Explanation necessary for an understanding of the                         
5     transactions                                                              
                                                                                
Directors` fees and payments made to Wilmoth Field                         
     Warne, an entity related to a director.                                    
                                                                                
Non-cash financing and investing activities                                     
2.  Details of financing and investing transactions which                       
1   have had a material effect on consolidated assets and                       
   liabilities but did not involve cash flows                                   
                                                                                
The issue of 100 million ordinary fully paid shares in                       
   the Company to Gryphon Minerals Ltd or its nominees in                       
   consideration for the Company acquiring 100% of the                          
   title to and rights in mineral permit applications in                        
Liberia, as announced to ASX on 1 December 2010.  The                        
   acquisition is part of a strategic alliance between                          
   Gryphon and the Company in respect of the acquisition                        
   and exploration of mineral permits in West Africa.                           

2.  Details of outlays made by other entities to establish                      
2   or increase their share in projects in which the                            
   reporting entity has an interest                                             

   N/A                                                                          
                                                                                
                                                                                
Financing facilities available                                                  
Add notes as necessary for an understanding of the position.                    
                                Amount         Amount used                      
                                available      $A`000                           
$A`000                                          
3.  Loan facilities              -              -                               
1                                                                               
3.  Credit standby arrangements  -              -                               
2                                                                               
Estimated cash outflows for next quarter                                        
                                        $A`000                                  
4.  Exploration and evaluation           500                                    
1                                                                               
4.  Development                          -                                      
2                                                                               
4.  Production                           -                                      
3                                                                               
4.  Administration                       325                                    
4                                                                               
                                                                                
Total                                825                                     
Reconciliation of cash                                                          
Reconciliation of cash at the    Current       Previous                         
end of the quarter (as shown     quarter       quarter                          
in the consolidated statement    $A`000        $A`000                           
of cash flows) to the related                                                   
items in the accounts is as                                                     
follows.                                                                        
5.  Cash on hand and at bank     5,120         815                              
1                                                                               
5.  Deposits at call             20            20                               
2                                                                               
5.  Bank overdraft               -             -                                
3                                                                               
5.  Other (provide details)      -             -                                
4                                                                               
Total: cash at end of        5,140         835                               
   quarter (item 1.22)                                                          
Changes in interests in mining tenements                                        
                   Teneme   Nature of         Intere Intere                     
nt       interest          st at  st at                      
                   refere   (note (2))        beginn end of                     
                   nce                        ing of quarte                     
                                              quarte r                          
r                                 
6.  Interests in                                                                
1   mining                                                                      
   tenements                                                                    
relinquished,                                                                
   reduced or                                                                   
   lapsed                                                                       
                                                                                

6.  Interests in                                                                
2   mining                                                                      
   tenements                                                                    
acquired or                                                                  
   increased                                                                    
                                                                                
                                                                                
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        Issue      Amount paid                
number       quoted        price per  up per                     
                                          security   security                   
                                          (see note  (see note                  
                                          3) (cents) 3) (cents)                 
7.1  Preferenc  -            -             N/A        N/A                       
    e                                                                           
    +securiti                                                                   
    es                                                                          
7.2  Changes    N/A          N/A           N/A        N/A                       
    during                                                                      
    quarter                                                                     
7.3  +Ordinary  826,629,043  826,629,043                                        
securitie                                                                   
    s                                                                           
                                                                                
7.4  Changes                                                                    
during                                                                      
    quarter    100,000,000  100,000,000   4.5 cents  Fully paid                 
    (a)        173,288      173,288       4 cents    Fully paid                 
    Increases  100,000,000  100,000,000   4.5 cents  Fully paid                 
through    25,000,000   25,000,000    1 cent     Fully paid                 
    issues                                                                      
                                                                                
                                                                                
(b)                                                                         
    Decreases                                                                   
    through                                                                     
    returns                                                                     
of                                                                          
    capital,                                                                    
    buy-backs                                                                   
7.5  +Converti  -            -                                                  
ble debt                                                                    
    securitie                                                                   
    s                                                                           
7.6  Changes    N/A          N/A                                                
during                                                                      
    quarter                                                                     
7.7  Options                               Exercise   Expiry date               
    Unlisted   1,420,000    -             price      30 Nov 2011                
options    6,750,000    -             $0.35      17 Jan 2014                
    Unlisted   4,000,000    -             $0.10      18 Jun 2012                
    options    6,000,000    -             $0.07      17 Jan 2013                
    Unlisted   6,750,000    -             $0.10      17 Jan 2013                
options    50,000,000   -             $0.07      23 Feb 2013                
    Unlisted   50,000,000   -             $0.01      31 Jul 2012                
    options    50,000,000   -             $0.01      30 Jul 2013                
    Unlisted   5,000,000    -             $0.01      9 Sep 2012                 
options    5,000,000    -             $0.03      9 Sep 2014                 
    Unlisted   50,000,000   -             $0.03      8 Mar 2014                 
    options    13,240,053   13,240,053    $0.01      1 Apr 2011                 
    Unlisted                              $0.10                                 
options                                                                     
    Unlisted                                                                    
    options                                                                     
    Unlisted                                                                    
options                                                                     
    Unlisted                                                                    
    options                                                                     
    Unlisted                                                                    
options                                                                     
    Listed                                                                      
    options                                                                     
7.8  Issued     50,000,000   -             $0.01      8 Mar 2014                
during                                                                      
    quarter                                                                     
7.9  Exercised  -            -                                                  
    during                                                                      
quarter                                                                     
7.1  Expired    -            -                                                  
0    during                                                                     
    quarter                                                                     
7.1  Debenture  -            -                                                  
1    s                                                                          
7.1  Unsecured  -            -                                                  
2    notes                                                                      
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.    
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.                                                              
29 April 2011                                                                   
Sponsor                                                                         
PricewaterhouseCoopers Corporate Finance (Pty) Ltd                              
Date: 29/04/2011 17:21:01 Supplied by www.sharenet.co.za                     
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