_____________________________________________________________________________________ MINERAL EXPLORATION AND DEVELOPMENTMINERAL EXPLORATION AND DEVELOPMENTMINERAL EXPLORATION AND DEVELOPMENTMINERAL EXPLORATION AND DEVELOPMENT

Australia Chile Suite 802, Level 8, 50 Clarence Street Pasaje Imperial Sydney NSW 2000 Villa Los Damascos PO Box Q93 QVB NSW 1230 Callejon FCO De Aguirre T: +61 2 9299 9357 Copiapo F: +61 2 9262 1403 T: 56 52 221 187 E: info@reyresources.com

Australian Stock Exchange Limited Company Announcements Office 20 Bridge Street SYDNEY NSW 2000 27 July 2007

“Quarterly Report to 30 June 2007 ” Dear Sirs, Please find following the Quarterly Report and Form 5B for Rey Resources Ltd. for the period ending 30 June 2007

Yours Faithfully

Neil Stack Company Secretary

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MINERAL EXPLORATION AND DEVELOPMENTMINERAL EXPLORATION AND DEVELOPMENTMINERAL EXPLORATION AND DEVELOPMENTMINERAL EXPLORATION AND DEVELOPMENT

June 2007 Quarterly Report

Rey Resources Limited ABN 84 108 003 890 ASX Code: REY

Rey completed its initial public offering raising approximately $3.3 million to list on the ASX on 5 June 2006. Gujarat NRE Coke Limited is a substantial shareholder. Rey is a mineral exploration company holding coal, oil and gas tenements covering large areas in Western Australia and prospective copper and gold tenements in Chile and Peru.

All of Rey’s properties are 100% owned, and in the opinion of Directors offer good potential for medium-to-large-scale economic deposits.

The Company’s immediate priorities are to obtain preliminary resource estimates for its Liveringa Coal Project in WA and its Fenix Copper Project in Chile through drilling programmes in 2007.

Good farm-out opportunities exist for the potentially large porphyry copper-gold projects in Chile: Humitos and El Timon. Rey is currently carrying out further work to enhance value prior to drilling.

For further information, contact: Phone: +61 2 9299 9357 Email: info@reyresources.com Web: www.reyresources.com

HIGHLIGHTS

Fenix Copper Project Chile � 2,500 metre Stage 2 drilling programme over the vein and “mantos”

systems commenced on 20 July, 2007 following intensive re-interpretation of all survey data. Results expected mid-to-late August.

Liveringa Coal/ Petroleum Projects Western Australia � Rey and the Kimberley Lands Council have signed a Native Title and

Heritage Protection Agreement covering the Company’s mineral tenements. Shallow Stage 2 coal drilling expected to begin as soon as practicable.

� Final Participation and Joint Operating Agreements on petroleum leases were finalised with Gujarat NRE. Native Title and Heritage Protection Agreement covering the two petroleum permit applications was signed.

� Newly uncovered drilling data from the 1970’s has found high quality thermal

coal intersections in the eastern part of the tenements. This area will be targeted in the upcoming drilling.

Myroodah Uranium Tenements � During the June Quarter, Rey has identified a uranium prospect within its

Liveringa Coal Leases, previously drilled by CRA in the 1970s with intersections reporting grades of 0.1 kg/t to 0.48 kg/t. Rey has recently applied for 8 new tenements and will examine all available airborne radiometric data covering the area.

Other

Humitos Copper-Gold Project Chile � Geological report completed which included results from new sample analysis

on RC drill cuttings previously obtained by Kennecott. The results were positive in some areas.

El Timon Copper-Molybdenum Project Chile � Using structural interpretation, high priority target areas were defined.

Corporate As part of the Company’s commitment to compliance with the ASX corporate governance principles Julian Ludowici has resigned as Executive Chairman but continues as the Non Executive Chairman and a Consultant.

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South American Projects

Fenix Copper Project Chile (100%) – (Epithermal Skarn Style) In February Rey reported the assay results from 40 surface samples taken from the Copper Hill prospect and its extension to the northeast. The stratiform “mantos” area containing mineralisation in copper oxides and chalcocite

extends over a length of two kilometres, dipping at 10° - 15° to the southwest and appears to vary in thickness from 15 to 30 metres. It is cut by a series of north-south trending dykes.

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Assays returned up to 4.95% Cu in oxides and chalcocite, with an average of 1.3%. The geophysics IP profiles completed over Copper Hill clearly mark contact zones between mineralised and non-mineralised rock and moderate chargeability anomalies broadly coincide with mineralised outcrop.

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During the June Quarter considerable effort was spent re-interpreting all available survey data collected at Fenix over the past 18 months, to optimise the final drill site selection. Highly qualified and experienced local geologists have evaluated all mapping, sampling, geophysics, Stage 1 drilling results and structural geology in order to prepare the Stage 2 drilling programme, which commenced at the Matilda Prospect on 20 July 2007. In total, around 2,500 metres of RC drilling will be carried out at Fenix with the aim of defining a preliminary shallow resource estimate over the vein and “mantos” systems. It is expected that the mineralisation will support early-stage development, with feed perhaps being supplemented from the nearby El Fraile Project to the west. The new drill sites are shown as RCD 10-26 in the Map above, and as RCD 27-28 at Matilda in the plan below. Fig 3 One deep diamond hole drilled to 300 metres depth (RCD 20) will test for sulphide mineralisation in the Punta del Cobre Formation. This is the productive horizon for copper/molybdenum at the large Candelaria and Carola mines, 40 km to the north.

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The recent geological interpretation of the Fenix and nearby El Fraile project areas, showing the major structural elements indicate that similar systems of faults and volcanic calderas are present in major copper discoveries further to the north towards Copiapo. Analytical results from the Fenix Stage 2 drilling are expected to be available mid-to-late August.

El Timon Copper-Gold Project Chile (100%) – (Porphyry Copper- Molybdenum Target) During the June Quarter an information report was produced which includes previous mapping and sampling work carried out by Billiton. The area is considered prospective for large porphyry style deposits, and is located on the fringes of the highly productive Maricunga belt which hosts several large porphyry discoveries.

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The El Timon prospect covers an area of alteration visible over 8 km by 3 km. The alteration system is very complex with three separate styles of alteration present. Geological evidence suggests there could be epithermal gold present in the upper part of the system. 11 samples were taken recently and analysed at the Geolaquim Laboratories in Copiapo (ISO 9001: 2000) with the results presented on the Map above. The samples are anomalous in copper and molybdenum indicating the possible presence of a polymetallic porphyry deposit.

A team of 3 geologists participated in the recent study which involved further sampling of alteration zones, satellite image interpretation and petrographical analysis to establish the existence of relict sulphides and other alteration minerals. Also, using structural interpretation, high priority target areas were defined. It was recommended to initially carry out a detailed geophysical magnetic survey with the objective of determining the thickness of the leached alteration zones, the geometry of the intrusives at depth, and delineate faults which control the mineralisation. This would then be followed up with intensive geochemical grid sampling and further petrographical analysis. Rey intends to carry out this work in the September/December quarters 2007, with a view to add further value prior to seeking joint venture proposals.

Humitos Copper-Gold Project Chile (100%) – (Porphyry Copper-Gold Style) The Humitos prospect is located within a very important major mining zone, close to “Chimberos” silver mine, “Tres Puntas” with copper, silver and gold mineralisation. Twelve kilometres to the north lies the new Inca de Oro porphyry copper and gold discovery by Codelco (See Map below), which has 350 million tonnes grading around 0.7% Cu and 0.4 g/t gold. The prospect is located in the intersection of several regional structures, trending N20˚E and N20˚ and which control the emplacement of the intrusives, hydrothermal breccias and the late-stage hydrothermal alteration veins. The stratigraphic sequences that make up the bulk of Humitos mostly consist of siliceous breccias with cavities partially filled with limonites, altered andesites, andesitic porphyries and diorites mainly to the east side of the property.

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Kennecott drilled five widely spaced RC holes around the base of Sierra Humitos during the 1980s, some of which ended in sulphide mineralisation. During the March Quarter Rey initiated sampling of the drill chips and outcrop from surrounding old mines, and a report was compiled in the June Quarter using all available data collected by Rey and previous operators. Structural geological studies were also carried out by a highly experienced geologist, who worked previously with Kennecott.

In the June Quarter a geological report was completed which included a compilation of previous work carried out and results from new sample analysis on RC drill cuttings previously obtained by Kennecott. The results were positive in some areas. It was concluded that there intensely leached areas with weak pyrite mineralisation, indicating the halo of a porphyry system where copper has been carried to deeper levels to an enrichment area which was not reached by the previous drilling. In the northern sector of the tenements, extensive silica breccia areas have been identified, including a leached zone, indicating a large area of remobilised sulphides. The report recommended the following: detailed geological mapping at a scale of 1:1000 in order to distinguish zones of different alteration types, and to map the pyrite distribution with the objective of defining a pyritic halo, typical of porphyry deposits; conduct a detailed magnetic survey mainly to map the depth of the leaching and the lithocap, and; initiate 5,000 metres of drilling based on the interpretation of the mapping and geophysics. It is likely, given the depth of weathering that the average drilling depth would be around 500 metres. Rey intends to initiate this exploration programme in the September and December quarters of 2007. There is a lot of renewed interest in the area following Codelco’s major discovery which was located at a depth of around 300 metres below surface, underlying a thick sequence of alluvials. Rey has already been approached by several interested parties for joint venture participation in Humitos.

El Fraile Copper Project Chile – (Rey Evaluating for Acquisition) The mineralisation is in veins striking parallel to the Elisa de Bordos Fault (N50º E). Copper ore consists of atacamite, chrisocole and chalcocite in a gangue of mainly calcite and iron oxides. 50 samples were taken over 3 zones: El Fraile, Sacramento and Cachiyuyo and analysed for copper at the Geolaquim laboratory in Copiapo (ISO 9001 : 2000). Rey is planning to drill 4 RC holes during the Fenix Stage 2 campaign in July 2007 to investigate mineralisation at depth. This will occur on completion of a Heads of Agreement with the owner which is currently being finalized.

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Claudia Project Chile (100%) – (Copper – Silver Vein Style) Limited reconnaissance mapping was carried out in areas away from the old silver mine workings in February 2007. In the June Quarter, further follow-up mapping and sampling was completed over 8 days. Twelve samples were collected and analysed at the Geolaquim Laboratories in Copiapo (ISO 9001 : 2000). Average grades were 1.25% Cu and 21g/t silver. While the copper grades were reasonable, the mineralisation in the samples were sourced from very narrow veins. The silver grades were disappointing. Given the difficult access to the property, Rey intends to reduce its 1,300 hectare exploration concession and seek out a local operator to mine around the old workings.

Julita Project Chile (Rey 100%) – (Copper – Gold Vein Style) This prospect is characterized by vein type copper mineralisation in a granodiorite intrusive. The total outcrop of the vein is around 650 m long. Several old workings exist in this vein including one adit of 71 m long located in the bottom of a hill. The mineralisation occurs mainly as relicts of copper sulphides, pyrite and chalcopyrite. In the June Quarter 9 samples were collected and analysed at the Geolaquim Laboratories in Copiapo (ISO 9001 : 2000). Average grades were 0.75% Cu and 8g/t silver. Given that the mineralisation lies in one narrow vein (average width 1.5 metres), and the access to the property is difficult, the project is only suitable small-scale mining, and therefore will be sold.

Kechua Gold Project Peru (Rey 100%) – (Disseminated Epithermal Gold Style) No work was carried out during the Quarter.

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Australian Energy Projects

Liveringa Coal Project (Rey 100%)

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Rey continued negotiations with the Traditional Owners to resolve access issues on tenements granted in March 2006. No work was carried out on-ground during the June Quarter. Rey management visited Broome in May 2007 for meetings with the Traditional Owners to explain the Stage 2 exploration programme and finalise the Access Agreement. Issues were resolved and Rey Resources Ltd and the Kimberley Land Council Aboriginal Corporation (KLC) have signed a Native Title and Heritage Protection Agreement covering 11 mineral exploration licences in the Canning Basin WA. The Agreement was signed by both parties on 29 June 2007 and a Heritage Clearance Survey is currently being planned for late July. With the objections lifted, the Agreement now paves the way for the company to carry out its Stage 2 shallow coal drilling programme shown in the Map above. It is expected that the 6,000 metre scout drilling programme will commence in August 2007 with the objective of testing quality and thickness of shallow coal seams on 8 lines over a strike length of 150 kilometres. In addition a more intensive programme is being planned in the Duchess – Paradise area. Here previous drilling carried in the 1970s outlined relatively shallow sequences of good quality steaming coal. During the June Quarter work continued in planning for Stage 2 exploration, including drilling contractors evaluation and consultants reviews.

Liveringa Coal /Gas Project and Petroleum Licence Applications (Rey 100%) The Gujarat Agreement in respect of the two permits EP10/04-5 and EP11/04-5, shown in the Map above was signed on 26

th September 2006 with Gujarat NRE Resources Ltd, and the final Participation and Joint Operating Agreements

were finalised in July and the Agreements will, subject to granting of the petroleum leases will result in Gujarat NRE Resources Ltd paying $250,000 to Rey and spending $4.85 million over 5 years to earn a 90% interest in the two tenements. Rey will retain a 10% interest in the permits until the grant of a petroleum production licence, after which all parties will contribute according to their interest. Representatives from Gujarat NRE Resources also attended the May 2007 meeting in Broome and the final Native Title and Heritage Protection Agreement covering the two petroleum permit applications was signed by the 3

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parties in July. The Agreement and the grant of the permits is subject to work programme and clearance approval being granted by the Traditional Owners.

Myroodah Uranium Tenements (Rey 100%)

During the June Quarter, Rey has identified a uranium prospect within its Liveringa Coal Leases, approximately 250 km east of Derby in WA (see Map above). The Ashton Joint Venture first identified the prospect in the 1978 when a series of radiometric anomalies showed up in an airborne geophysical survey aimed at detecting kimberlite pipes. The anomalies are broadly oval in outline, corresponding to a horizon within the Triassic sequence in the Myroodah Syncline. Ground follow-up of airborne scintillometer traverses and geochemical sampling confirmed the anomalous radioactivity.

In the area of the anomalies, rocks in the Triassic Erskine Sandstone overlie the Blina Shale in the core of the Myroodah Syncline. The anomalies predominantly occur at the eastern end of the syncline, within Rey’s E04/1382 tenement. The anomalies extend outside Rey’s area into an adjoining tenement where drilling by CRA Exploration Pty Ltd (CRAE) during the 1970s showed significant gamma horizons that could be correlated from hole to hole with approximate equivalent grades of U3O8 for the 1 m to 3 m width intersections calculated at grades of 0.1 kg/t to 0.48 kg/t. Down-hole geophysical logging of the drill holes showed that the anomalous radioactivity is associated with both the Erskine Sandstone and the Blina Shale and is strongest at the contact between the two units and may represent

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the upper limb of a roll front deposit or the result of uranium fixing on the Blina Shale interface from ground water in the totally oxidised overlying Erskine Sandstone.

Two holes drilled within Rey’s E04/1382 tenement intersected the mineralised zone at shallow depths. Rey’s area covers the eastern half of the Myroodah Syncline outcrop zone of the mineralised formation boundary. There are numerous radiometric anomalies and a 10 km or more strike length of the potentially mineralised formation zone.

Apart from the two holes drilled in Rey’s tenement by CRAE in 1979, the north eastern, eastern and south-eastern sectors of the Myroodah Syncline have not been tested by drilling. Rey has recently applied for 8 new tenements with similar geological characteristics to the north of the existing coal leases. In the short term the Company will consolidate its ground position and examine all available airborne radiometric data covering the area.

Eradu Coal Project (Rey 100%) No work was carried out in the June Quarter.

Corporate

During the June Quarter 250,000 shares ordinary fully paid shares were issued to Grant Quinn, a consultant to the company at 12c each in satisfaction of consulting fees. Directors have continued to purchase shares as per Form 3Y issued to the ASX. Employee Changes In line with the Company’s commitment to the ASX corporate governance principals, Julian Ludowici resigned as Executive Chairman but continues as the Non Executive Chairman and a Consultant. Eugenio Valdebenito Macho was appointed as a consultant to the Chile projects during the quarter. Mr. Macho is a highly experienced structural geologist who re interpreted the Fenix geology and together with Mr. Gerardo Rivera and Mr. JM Hope have been instrumental in reinterpreting the Chilean geology. For further information please contact: Bruce Preston Julian Ludowici Managing Director Chairman Tel: 02 9299 9357 Tel: 02 9262 1151 Mobile: 0412 997165 Mobile 0413 125 825

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Corporate Directory Board of Directors Julian Ludowici Chairman Bruce Preston Managing Director Alan Humphris Non-Executive Director Arun Jagatramka Non-Executive Director Jose Bahamondes Alternate Director (Alan Humphris) Mihir Dave Alternate Director (Arun Jagatramka) Company Secretary Neil Stack

Capital Structure Rey Resources is listed on the Australian Stock Exchange (ASX Code: REY) and has 73.1 million ordinary shares on issue as at 30 June 2007 Share Registry Link Market Services Limited Level 22, 300 Queen Street Brisbane – Queensland Australia Phone (07) 3228 4209 Fax (07) 32284999

Registered Office Rey Resources Limited Suite 802, Level 8 50 Clarence Street Sydney NSW 2000 Australia Phone 61 2 9299 9357 61 2 9262 1151 Fax 61 2 9262 1403 www.reyresources.com

Share Price Performance Company Announcements

Date Headline

15/06/07 Appendix 3b 30/05/07 Fenix Copper Project Chile – Stage 2 Drilling 30/04/07 Third Quarter Activities & Cash Flow Report 24/04/07 Change of Director’s Interest Notice 24/04/07 Change of Director’s Interest Notice

Geological Attribution

The information in this report that relates to Exploration Results or Mineral Resources is based on information complied by Bruce C Preston who is a member of The Australian Institute of Geoscientists ("AIG"). Dr Preston has sufficient experience to qualify as a Competent Person for the purposes of the 2005 Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Dr Preston is the Managing Director of Rey Resources Ltd. and he consents to the inclusion in the report of the matters based on their information in the form and context in which they appear. Dr Preston has a beneficial interest in 3,836,500 shares or 5.3% of the issued capital of Rey Resources Ltd F

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 30/9/2001 Appendix 5B

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.

Name of entity

REY RESOURCES LIMITED

ABN Quarter ended (“current quarter”)

84 108 003 890 30 June 2007

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

1.2 Payments for (a) exploration and evaluation (b) development (c) production (d) administration

(340)

(187)

(1,441)

(780) 1.3 Dividends received 1.4 Interest and other items of a similar nature

received

16

129 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Other (provide details if material) 21

Net Operating Cash Flows

(511)

(2,071)

Cash flows related to investing activities

1.8 Payment for purchases of: (a)prospects (b)equity investments (c) other fixed assets

(51) 1.9 Proceeds from sale of: (a)prospects

(b)equity investments (c)other fixed assets

1.10 Loans to other entities 1.11 Loans repaid by other entities 1.12 Other (provide details if material)

Net investing cash flows

0

(51)

1.13 Total operating and investing cash flows (carried forward)

(511)

(2,122)

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 30/9/2001 Appendix 5B

1.13 Total operating and investing cash flows

(brought forward)

(511)

(2,122)

Cash flows related to financing activities

1.14 Proceeds from issues of shares, options, etc. 1.15 Proceeds from sale of forfeited shares 1.16 Proceeds from borrowings 1.17 Repayment of borrowings 1.18 Dividends paid 1.19 Other (provide details if material)

Net financing cash flows

0 0

Net increase (decrease) in cash held

(511)

(2,122)

1.20 Cash at beginning of quarter/year to date 1,398 3,009 1.21 Exchange rate adjustments to item 1.20

1.22 Cash at end of quarter 887 887

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

96

1.24

Aggregate amount of loans to the parties included in item 1.10

0

1.25

Explanation necessary for an understanding of the transactions

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. 30/9/2001 Appendix 5B

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

300

4.2 Development

Total

300

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 887 1,398

5.2 Deposits at call

5.3 Bank overdraft

5.4 Other (provide details)

Total: cash at end of quarter (item 1.22)

887 1,398

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 relinquished, reduced or lapsed

Nil

6.2 Interests in mining tenements acquired or increased

Nil

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 30/9/2001 Appendix 5B

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)

Nil Nil Nil Nil

7.2 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy-backs, redemptions

N/A N/A N/A N/A

7.3 +Ordinary

securities

72,928,748 43,713,920 N/A N/A

7.4 Changes during quarter (a) Increases through issues

Total Ordinary

Securities

250,000

73,178,748

250,000

43,963,920

0.12

Nil

7.5 +Convertible

debt securities (description)

N/A N/A N/A N/A

7.6 Changes during quarter (a) Increases through issues (b) Decreases through securities matured, converted

N/A N/A N/A N/A

7.7 Options (description and

conversion

factor)

42,392,481

3,000,000

24,517,481

Nil

Exercise price

20 cents

20 cents

Expiry date

31,12.2007

31.12.2009

7.8 Issued during quarter

Nil Nil

Nil Nil

Nil Nil

Nil Nil

7.9 Exercised during quarter

N/A N/A N/A N/A

7.10 Expired during quarter

Nil Nil Nil Nil

7.11 Debentures (totals only)

N/A N/A

7.12 Unsecured

notes (totals

only)

N/A N/A

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Appendix 5B Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 30/9/2001 Appendix 5B

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.

Sign here: ............................................................ Date:27 July 2007.

(Director) Print name: JULIAN LUDOWICI

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.

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