Manager of Company Announcements

ASX Limited

Level 8 Exchange Plaza

2 The Esplanade

PERTH WA 6000

By E‐Lodgement

Quarterly Report for the Period Ending 30 June 2014


Issued Capital: 266M *

ASX Code: RMP

Closing price: A$0.061*

* as at 30 June 2014

AIM Code: RMP

Closing Price: £0.0332*

The Board of Red Emperor Resources NL (Red Emperor or the Company) is pleased to provide the following commentary and Appendix 5B for the period ending 30 June 2014.

Georgia Project

During the quarter, the Company's JV partner and Operator, Strait Oil & Gas UK (Strait), continued to advance discussions and negotiations with respect to potential transactions associated with the JV and it's Production Sharing Contracts (PSCs) in Georgia. Strait advises Red Emperor that a positive outcome to these discussions is still likely to occur.
In June, Strait signed a one year extension of the PSC for Block VIb with the State
Agency for Regulation of Oil and Gas.

Puntland Project

Over the past quarter, the Federal Government of Somalia has been engaging the Somali States, including Puntland, in a process of revising the federal hydrocarbon law. The main issues being contemplated and negotiated by all parties are those of revenue sharing and where the authority to conduct contractual negotiations in the future will reside. These issues are delicate and discussions are ongoing, with Red Emperor's Joint Venture Partner and Operator, Horn Petroleum (TSXV: HRN), having met with the Puntland President, Mr Abdiweli, as well as the Federal Minister of Oil and Gas during the quarter.
The Puntland Government obviously believes that it holds the right and authority to assign and administer Production Sharing Contracts (PSCs) within its boarders and Red Emperor's Joint Venture remains confident that the existing Dharoor and Nugaal PSAs

BOARD & MANAGEMENT

Mr Greg Bandy

EXECUTIVE DIRECTOR

Mr Jason Bontempo

NON‐EXECUTIVE DIRECTOR

Mr Stephen Brockhurst

NON‐EXECUTIVE DIRECTOR

Ms Rebecca Sandford

Ms Sara Kelly

JOINT COMPANY SECRETARY

REGISTERED OFFICE

Ground Floor

1 Havelock Street

West Perth WA 6005

POSTAL ADDRESS

PO Box 1440

West Perth WA 6872

CONTACT DETAILS

Tel: +61 8 9488 5220

Fax: +61 8 9324 2400

WEBSITE

www.redemperorresources.com

SHARE REGISTRY Computershare Level 2

45 St Georges Terrace

Perth WA 6000

Tel: 1300 555 159

NOMINATED ADVISER & UK BROKER

Fox Davies Capital Limited

1 Tudor Street

London EC4Y 0AH

Tel: +44 (0) 203 463 5010

ASX CODE | AIM CODE

RMP


are valid. At recent meetings in Abu Dhabi, the JV was verbally assured of this, however it is yet to be presented with anything in writing by the Federal government to confirm it. Discussions continue with the State and Federal governments to ensure alignment with regards to contracts and a secure working environment, as well a commitment to exploration in Puntland and the unlocking of what is believed to be material natural resources within its boarders.

Corporate

During the quarter, Red Emperor conducted a detailed review of at least 6 separate projects and opportunities in a number of global jurisdictions including the UK, Nigeria, Russia and Australia. While none of these opportunities have resulted in a transaction, Red Emperor is actively looking for additions to its current portfolio of assets while remaining committed to maintaining its substantial cash position.
Along with a short‐term financing loan, which has now been repaid, the company also invested in and committed to a placement in ASX listed company, Highfield Resources Limited (ASX: HFR) during the quarter.

For and on behalf of the Board

Greg Bandy

Executive Director

Ground Floor, 1 Havelock Street, West Perth WA 6005 | Tel: +61 8 9488 5220 | Fax: +61 8 9324 2400 | www.redemperorresources.com

ABN 99 124 734 961

ASX Additional Information for Quarterly Report to 30 June 2014

Tenement

Reference

Location

Working Interest at Beginning of Quarter

Acquired/ Disposed

Working Interest at End of Quarter

Oil & Gas Beneficial percentage

interests held in farm‐in or farm‐ out agreement

Block Vla

Republic of

Georgia

20%

N/A

20%

Block Vlb

Republic of

Georgia

20%

N/A

20%

Dharoor Block

Puntland

20%

N/A

20%

Nugaal Block

Puntland

20%

N/A

20%

Ground Floor, 1 Havelock Street, West Perth WA 6005 | Tel: +61 8 9488 5220 | Fax: +61 8 9324 2400 | www.redemperorresources.com

ABN 99 124 734 961

Appendix 5B

Mining exploration entity quarterly report

Appendix 5B Mining exploration entity quarterly report

Introduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98, 30/9/2001.

Name of entity

RED EMPEROR RESOURCES NL

Rule 5.3

ABN Quarter ended ("current quarter")



99 124 734 961 30 JUNE 2014

Consolidated statement of cash flows

Cash flows related to operating activities

1.1 Receipts from product sales and related debtors

1.2 Payments for

(a) exploration and evaluation

(b) development

(c) production

(d) administration

1.3 Dividends received

1.4 Interest and other items of a similar nature received

1.5 Interest and other costs of finance paid

1.6 Income taxes paid

1.7 Other

+ See chapter 19 for defined terms.

30/9/2001 Appendix 5B Page 1

Appendix 5B

Mining exploration entity quarterly report

1.13 Total operating and investing cash flows

(brought forward)

(471)

(1,656)

Cash flows related to financing activities

1.14 Proceeds from placement

1.15 Proceeds from option exercise

1.16 Proceeds from borrowings

1.17 Repayment of borrowings

1.18 Dividends paid

1.19 Costs associated with issue of shares

Net financing cash flows

Cash flows related to financing activities

1.14 Proceeds from placement

1.15 Proceeds from option exercise

1.16 Proceeds from borrowings

1.17 Repayment of borrowings

1.18 Dividends paid

1.19 Costs associated with issue of shares

Net financing cash flows

Net increase (decrease) in cash held

1.20 Cash at beginning of quarter/year to date

1.21 Exchange rate adjustments to item 1.20

1.22 Cash at end of quarter

(471)

10,792

(1,656)

11,977

Net increase (decrease) in cash held

1.20 Cash at beginning of quarter/year to date

1.21 Exchange rate adjustments to item 1.20

1.22 Cash at end of quarter

10,321

10,321

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 parties included in item 1.2 43

1.2 Aggregate amount of loans to the parties included in item 1.10 Nil

1.2 Explanation necessary for an understanding of the transactions

Payments of Directors Fees and Remuneration 43

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

Nil

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

Nil

+ See chapter 19 for defined terms.

Appendix 5B Page 2 30/9/2001

Appendix 5B

Mining exploration entity quarterly report

Financing facilities available

Add notes as necessary for an understanding of the position.

3.1 Loan facilities

3.2 Credit standby arrangements

Estimated cash outflows for next quarter

4.1 Exploration and evaluation

4.2 Development

4.3 Production

4.4 Administration

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.

Changes in interests in mining tenements

6.1 Interests in mining tenements relinquished, reduced or lapsed

6.2 Interests in mining tenements acquired or increased

+ See chapter 19 for defined terms.

30/9/2001 Appendix 5B Page 3

Appendix 5B

Mining exploration entity quarterly report

Issued and quoted securities at end of current quarter

Description includes rate of interest and any redemption or conversion rights together with prices and dates.

Total number

Number quoted

Issue price per

security (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

Nil

7.1 Preference +securities

(description)

7.2 Changes during quarter

(a) Increases through issues

(b) Decreases through returns of capital, buy‐ backs, redemptions

Nil

7.3 +Ordinary securities

7.4 Changes during quarter

(a) Increases through issues

(b) Decreases through returns of capital, buy‐ backs

266,234,221

266,234,221

7.3 +Ordinary securities

7.4 Changes during quarter

(a) Increases through issues

(b) Decreases through returns of capital, buy‐ backs

Nil

Nil

7.5 +Convertible debt

securities (description)

7.6 Changes during quarter

(a) Increases through issues

(b) Decreases through securities matured, converted

Nil

7.5 +Convertible debt

securities (description)

7.6 Changes during quarter

(a) Increases through issues

(b) Decreases through securities matured, converted

Nil

Nil

7.7 Options (description

and conversion factor)

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

594,324

5,920,000

5,166,565

1,170,000

$0.17 & £0.11

$0.265 & £0.18

£0.305

£0.32

7.7 Options (description

and conversion factor)

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

Nil

7.7 Options (description

and conversion factor)

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

Nil

7.7 Options (description

and conversion factor)

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

Nil

7.11 Debentures

(totals only)

Nil

Nil

7.12 Unsecured notes

(totals only)

Nil

Nil

+ See chapter 19 for defined terms.

Appendix 5B Page 4 30/9/2001

Appendix 5B

Mining exploration entity quarterly report

Compliance statement

1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 4).
2 This statement does give a true and fair view of the matters disclosed.

GREG BANDY Executive Director

30 July 2014

Notes

1 The quarterly report provides a basis for informing the market how the entity's activities have been financed for the past quarter and the effect on its cash position. An entity wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.
2 The "Nature of interest" (items 6.1 and 6.2) includes options in respect of interests in mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items
6.1 and 6.2.
3 Issued and quoted securities The issue price and amount paid up is not required in items 7.1 and 7.3 for fully paid securities.
4 The definitions in, and provisions of, AASB 1022: Accounting for Extractive Industries
and AASB 1026: Statement of Cash Flows apply to this report.
5 Accounting Standards ASX will accept, for example, the use of International Accounting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.
== == == == ==

+ See chapter 19 for defined terms.

30/9/2001 Appendix 5B Page 5

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