BARRA RESOURCES LIMITED (ABN 76 093 396 859) Ground Floor 6 Thelma Street West Perth WA 6005 PO Box 1546 West Perth WA 6872 Phone: (+61 8) 9481 3911 Facsimile: (+61 8) 9481 3283 Email: barraadmin@barraresources.com.au Website: www.barraresources.com.au

FOR FURTHER INFORMATION Contact Gary Berrell (Chairman)

SHAREHOLDER ENQUIRIES Security Transfer Registrars 770 Canning Highway Applecross WA 6153 Phone: (+61 8) 9315 2333 Facsimile: (+61 8) 9315 2233

OVERVIEW

PHILLIPS FIND PROJECT - WA (Barra 100%*)

Current gold price delays Stage 2 mining of Newminster.

Scoping study continues regarding proposed cut-back of Newhaven pit in conjunction with Stage 2 mining at Newminster.

Further drilling proposed at Newhaven to improve continuity of mineralised lodes.

MT THIRSTY PROJECT – WA (Barra 50% / Conico Ltd (ASX:CNJ) 50%)

Cobalt-Nickel-Manganese Oxide Resource

Further metallurgical test work, process development and financial modelling carried out by consultant RMDSTEM during the quarter.

Agitated Leach Tests: Prove the ability of SO2 alone to extract approx. 80% Cobalt and 25% Nickel in 4 to 5 hours with low Iron extraction and acid consumption.

Value Adding: By production of Nickel-Cobalt oxide chemicals from a Cobalt-Nickel hydroxide precipitate could have a premium of 15-20% above their LME metal values.

Revised CAPEX: Of $66.7 to $68.5 million for two 3,000 tonne per day processing options including $20 million for site infrastructure.

OPEX: Estimated at $5.53 to $5.75 per pound of Cobalt.

BURBANKS PROJECT - WA (Barra 100%)

Tribute Agreement with FMR Investments Pty Ltd terminated.

Discussions underway with interested parties regarding resumption of mining at Burbanks.

Letter of Intent signed giving Barra an option to acquire significant landholding adjacent to the Burbanks mining lease.

* Except for tenements P16/2422-2425 which are 85% Barra, 15% Phoenix Gold Ltd

Activity Report for the Quarter Ended 30 June 2013

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June 2013 Quarterly Report … page 2

1. PHILLIPS FIND PROJECT (WA) (100% Barra)

The Phillips Find project is located some 50km north of Coolgardie in Western Australia. The tenement package contains the Phillips Find Mining Centre where 28,360oz of gold has been mined to date. As at January 2013, the Newminster deposit contained a JORC Indicated Mineral Resource of 33,462t @ 3.4g/t Au and an Inferred Mineral Resource of 115,766t @ 3.5g/t Au, a combined Indicated and Inferred Mineral Resource of 149,228t @ 3.5g/t Au for 16,686ozs (using a 1.5g/t Au lower cut-off).

Production

Phillips Find Mining Centre In March 2013, the Company completed Stage 1 mining of the Newminster deposit producing 4,331ozs of gold from 53,986 tonnes of ore.

In April this year (see ASX Release dated 29 April 2013) the Company advised pursuant to the Right-to-Mine Agreement that Blue Tiger Mines (BTM) intended to proceed with the Stage 2 cut-back of the Newminster pit in the December 2013 quarter producing an estimated 3,500ozs of additional gold.

Unfortunately due to the recent fall in the gold price BTM have opted to delay the commencement of Stage 2 mining at Newminster and hence this will not occur in the December 2013 quarter as previously advised.

That said however, the Company and BTM are continuing with a scoping study to assess the feasibility of mining a cut-back of the existing Newhaven pit in conjunction with Stage 2 mining of the Newminster deposit.

If feasible, mining at Newhaven will access remnant gold mineralisation directly beneath the pit to the north and south (Figure 1).

A proposal to conduct further drilling at Newhaven to improve the continuity of existing lodes and increase confidence in the resource model is in progress. Previous drilling in Newhaven late in 2012 returned significant intersections including: 9m @ 5.9g/t Au, 6m @ 2.1g/t Au, 4m @ 2.7g/t Au and 7m @ 3.3g/t Au.

2. BURBANKS PROJECT (WA) (100% Barra)

The Burbanks gold project is located 9km southeast of Coolgardie in WA and consists of granted tenements totalling 22.5km2 and covers over 5km of strike extent of the Burbanks Shear. The Burbanks Mining Centre has produced in excess of 400,000ozs from predominantly above 150m vertical depth from both historical underground mine workings, modern open pits and recent Barra underground production.

As at 2010, the Birthday Gift underground mine had a JORC Indicated Mineral Resource of 143,000t @ 4.63g/t Au and an Inferred Mineral Resource of 77,000t @ 3.81g/t Au (using a 2.5g/t Au lower cut-off)

for a total of Inferred and Indicated Mineral Resource of 219,000t @ 4.34g/t gold (30,600ozs).

Production

In 2011, the Company signed a Tribute Agreement with shareholder and mining investment group FMR Investments Pty Ltd (FMR) with the intention of resuming underground mining at Burbanks.

During the period, the Company and FMR mutually agreed to terminate this agreement.

The Company is presently in discussions with interested parties regarding the resumption of mining at Burbanks.

Project Generation

Subsequent to the quarter, the Company signed a Letter of Intent with Scorpion Mining Pty Ltd giving it an option to acquire a highly prospective and contiguous package of tenements adjacent to the Company’s Burbanks mining lease. Negotiations regarding a Sale and Purchase Agreement are in progress.

3. MT THIRSTY PROJECT (50% Barra; 50% Fission)

The Mt Thirsty Cobalt-Nickel-Manganese oxide project covers an area of 47km2 and is located 20km north-northwest of Norseman in the southern goldfields of Western Australia. Barra owns 50% of the project in joint venture with Conico Ltd (formerly Fission Energy Ltd). The Mt Thirsty deposit has the potential to emerge as a significant cobalt supplier. Recent metallurgical test work indicates high recoveries of cobalt, nickel and manganese can be achieved through low temperature agitated leaching.

Mt Thirsty oxide deposit has a JORC Indicated Mineral Resource of 16.6Mt @ 0.14% Co, 0.60% Ni and 0.98% Mn and a JORC Inferred Mineral Resource of 15.3Mt @ 0.11% Co, 0.51% Ni and 0.73% Mn over a length of 1.6km and a width of up to 850m.

As well as the Co-Ni-Mn oxide resource, the Mt Thirsty joint venture tenements also have known nickel sulphide mineralisation to the west of the oxide deposit. Intersections of nickel sulphides up to 4m @ 3.5% Ni were made by the joint venture in 2010.

Cobalt-Nickel-Manganese Oxide Deposit Metallurgical Testwork

Subsequent to the testwork successfully completed last quarter, consultants RMDSTEM carried out the following additional tasks:

Agitated leach tests (5 large bottle roll tests) to prove the ability of SO2 to extract Cobalt from Mt Thirsty ore.

Demonstrate that SO2 alone, as sulphurous acid, can extract the Cobalt and Manganese.

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June 2013 Quarterly Report … page 3

Demonstrate that no sulphuric acid is needed to drive the process.

Demonstrate that only minimal iron needs to be released into solution.

Identify value-added products, assess the cost benefits and outline the process.

Conduct financial modelling for the recently proposed thickener and resin (RIP) process flow sheet options (refer to March 2013 Quarterly Report).

Agitated Leach Tests

A 10 kg split from a master bulk sample was selected at random, screened and crushed to pass a 1.0 mm screen. A series of 1 kg subsamples was derived from this sample.

The subsamples were placed into a dried 18 litre bottle fixed in a small cement mixer and a requisite amount of water added, the temperature adjusted, and SO2 injected at various rates.

Samples were extracted at the start, then at 10, 20, 40, 60, 90 and 120 minutes for four samples. These were carried out at various rates of SO2 injection, and at different temperatures.

The solids were screened to -300μm and -106μm, and the three solids filtered, dried and assayed. These assays were used to compute a true head grade along with the Co, Ni, Mn, and Fe assays of the liquid samples that were taken.

The data from the first four tests was examined and it was concluded that more time and more water should be used to allow for more SO2 to be in the experiment.

A fifth experiment was run for four hours (or 240 minutes).

Test Results

Test results are summarised in Table 1, and graphs (Figure 2a & b) show results obtained for Tests 3 and 4 respectively.

RMDSTEM are of the opinion that if continued for another hour both Tests 3 and 4 should achieve 80% Co recovery with Fe release still controlled.

Speciation tests indicate that the best possible recovery of Co is 87% (the portion tied up in Mn oxides). The remaining 13% of Co is locked up in silicate and other minerals by stronger covalent bonds and cannot be recovered.

Based on the test results to date RMDSTEM concluded that provision of 4 to 5 hours of leaching capacity should suffice to give an average Co recovery of 80%. If the temperature is allowed to exceed 40oC the speed of the reaction will increase but so will the extraction of Fe which would dilute the final product.

Value Added Products

RMDSTEM were requested to identify potential value added products from Mt Thirsty Co-Ni hydroxide precipitates, assess their cost benefits and outline a recovery process. A production flow diagram (Figure 3) was designed to produce Ni and Co oxide chemicals which could have a 15 to 20% premium above their LME metal value.

Financial Modelling

RMDSTEM carried out financial modelling based on two flow sheet options, Resin in Pulp (RIP) and a Thickener Pre-wash (refer to 2013 March Quarterly Report), using a throughput of 3,000 tonnes per day. A deterministic sensitivity analysis was undertaken to examine risk and uncertainty.

Both flow sheet options were found to have similar CAPEX requirements of $68.5m (RIP) and $66.7m (Thickener) including 30% contingencies on plant and equipment and $20m for site infrastructure. Unit operating costs were estimated at $5.75/lb Co for the RIP option and $5.53/lb for the Thickener option.

The major external risk factors are exchange rate and cobalt price. Whilst the major internal factors are cobalt head grade, payable cobalt and leach recovery rate.

Based on their recent testwork and results of their financial modelling RMDSTEM believe Mt Thirsty has good potential to be a low cost cobalt project.

They have recommended a detailed Pre-feasibility study including large scale testing, process development and design.

4. RIVERINA NICKEL PROJECT (30% Barra, 70% Riverina Resources Pty Ltd – Nickel Rights Only)

The Riverina Project is located 125km north of Coolgardie in Western Australia on granted tenements that cover an area of approximately 120km2.

Between 2005 and 2008, the Joint Venture actively explored the Martins Zone ultramafic unit for economic concentrations of nickel laterite and nickel sulphide mineralisation and successfully defined a JORC compliant nickel laterite Indicated Mineral Resource of 2,340,700t @ 1.01% Ni and 0.06% Co for 23,639t of contained nickel and 1,440t of cobalt (using a 0.7% lower Ni cut-off).

Exploration also demonstrated that the Martins Zone ultramafic unit is prospective for nickel sulphide mineralisation, with drilling in the southern area of the Martins Zone returning narrow widths of high-grade remobilised massive nickel sulphide adjacent to an undeformed ultramafic footwall contact, including 2m @ 2.80% Ni from 152m and 0.4m @ 10.90% Ni from 215m.

There was no nickel exploration activity undertaken during the quarter.

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June 2013 Quarterly Report … page 4

Expenditure requirements for the tenements are required to be met by Swan Gold Mining Limited (formerly Monarch Gold Limited) who acquired the gold rights in mid-2007.

TENEMENTS The following tenement changes occurred during the quarter:

Prospecting licences P16/2783, 2784, 2785 and 2786 were acquired (Phillips Find Project).

CORPORATE Announcements

Date Announcement 29/04/2013 Phillips Find Production Update 30/04/2013 Activities Report for the Quarter ended

31 March 2013 30/04/2013 Cashflow Report for the Quarter ended

31 March 2013 Note: All announcements are available on the Company’s website.

INVESTOR INFORMATION Registered and Principal Office

Office Ground Floor, 6 Thelma Street West Perth, Western Australia, 6005 Postal Address PO Box 1546, West Perth, Western Australia, 6872 Phone: (+61 8) 9481 3911 Facsimile: (+61 8) 9481 3283 Email: barraadmin@barraresources.com.au Website: www.barraresources.com.au Capital Structure

373,247,883 listed ordinary shares 3,000,000 unlisted options Company Directors

Gary Berrell - Executive Chairman Grant Mooney - Non-Executive Director and Company Secretary Lindsay Franker - Non-Executive Director ASX Codes

Shares: BAR

GARY BERRELL Executive Chairman

Project Location Map

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June 2013 Quarterly Report … page 5

Figure 1: Newhaven Deposit Long Section showing existing mineralised envelope (+1g/t Au) and areas of interest for proposed cut-back operation.

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June 2013 Quarterly Report … page 6

Test Number

Time (min)

Sample (g)

Water (ml)

Start (pH)

Finish (pH)

Recovery (%) Temp. (oC)

SO2 (g) Co Mn Ni Fe

SO2-1 120 1000.5 4032 5.90 1.74 41.91 55.43 13.13 0.24 20 52.38

SO2-2 120 1009.1 4268 5.91 1.8 57.89 68.46 20.95 0.4 40 39.29

SO2-3 120 1003.4 4030 3.65 1.37 70.94 89.03 26.69 0.75 40 81.48

SO2-4 120 1003.3 3921 5.25 1.39 69.06 84.6 26.28 0.79 55 61.11

SO2-5 240 1005.5 6682 4.30 1.53 81.43 61.9 23.91 0.79 60 52.38

Table 1: Summary of Results of Agitated Leach Tests (Mt Thirsty Co-Ni-Mn Oxide Deposit)

Figure 2a: SO2 Test 3, Metal Recovery and Grams SO2 at 38oC

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June 2013 Quarterly Report … page 7

Figure 2b: SO2 Test 4, Metal Recovery and grams SO2 at 58oC

Figure 3: Value Added Co and Ni chemicals production Flow Diagram

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June 2013 Quarterly Report … page 8

Abbreviations: AC=Aircore, Au=gold, Co=cobalt, DEC=Department of Environment and Conservation, DD=Diamond, DMP=Department of Mines and Petroleum, g=grams, g/t=grams per tonne, kg=kilograms, km=kilometres, lb/s=pound/s, LME=London Metal Exchange, lt=litre, m=metres, min=minutes, ml=millilitre, mm=millimetre, Mn=manganese, Mt=million tonnes, Ni=nickel, oz/s=ounce/s, pH=measure (1-10) of acidity (1 acid, 7 neutral, 10 basic), ppb=parts per billion, ppm=parts per million, RAB=Rotary Air Blast, RC=Reverse Circulation, RL=Reduced Level, t=tonnes, tpa=tonnes per annum μm=micro metres, @=at or grading, %=percent, oC=degrees celsius. The interpretations and conclusions reached in this report are based on current geological theory and the best evidence available to the authors at the time of writing. It is the nature of all scientific conclusions that they are founded on an assessment of probabilities and, however high these probabilities might be, they make no claim for complete certainty. Any economic decisions that might be taken on the basis of interpretations or conclusions contained in this report will therefore carry an element of risk. It should not be assumed that the reported Exploration Results will result, with further exploration, in the definition of a Mineral Resource.

 

Competent Persons Statement  The information in this report which relates to Exploration Results is based on information compiled by Gary Harvey who is a Member of the Australian Institute of Geoscientists and a full-time employee of Barra Resources Ltd. Gary Harvey 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”. Gary Harvey 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 which relates to the Newminster Indicated and Inferred Mineral Resources is based on information compiled by Andrew Moulds, a full-time employee of Goldfields Mining Services, who is a Member of the Australian Institute of Geoscientists. Andrew Moulds 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”. Andrew Moulds 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 which relates to the Newminster Ore Reserves is based on information compiled by Gary McRae, a full-time employee of Minecomp Pty Ltd, who is a Member of the Australian Institute of Geoscientists. Gary McRae 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”. Gary McRae 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 which relates to the Mt Thirsty Cobalt-Nickel-Manganese Mineral Resource is based on information compiled by Alan Miller, a full time employee of Golder Associates Pty Ltd and who is a member of the Australasian Institute of Mining and Metallurgy. Alan Miller 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 January 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves prepared by the Joint Ore Resources Committee, the Australian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and the Mineral Council of Australia.” Alan Miller consents to the inclusion in the report of the matters based on this information in the form and context in which it appears.

 

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