31 Apr 2013

ASX: PRW

"Proto Resources & Investments Ltd ("Proto"), building a substantial resources company with a focus on three key areas"

1. EXPLORE

Northern Territory Lindeman's Bore Waterloo

Western Australia Mt Vetters Yerrida Basin Clara Hills

2. DEVELOP

Tasmania

Barnes Hill

Germany

Kiefernberg

3. INVEST

New South Wales

Barrier Bay Pty Ltd

CONTACT

Andrew Mortimer Managing Director P:+61 (0)2 9225 4000

andrew.mortimer@protoresources.com.au

Jane Morgan Investor Relations P:+61 (0)2 9225 4000

jane.morgan@protoresources.com.au

PROTO RESOURCES & INVESTMENTS LTD Quarterly Activities Report

for the quarter ended 31 March 2013

"We are pleased to provide Shareholders with the update on Proto's 2013 progress to date. One of the highlights of the quarter was the completion of the final feasibility study on Proto's Barnes Hill nickel cobalt project by MFC in the first quarter of 2013. Proto expects this project to generate the first earnings for the Company while the focus and energies now shift to the copper gold exploration at the Lindeman's Bore project in the Northern Territory and the Yerrida Basin projects in Western Australia. Overall we are pleased with operational progress despite a challenging stock market environment and softer than expected commodity prices." Andrew Mortimer

Explore


Completion of a 1,119m Air Core drilling program at the Mt Vetter's

Project



Reverse Circulation drilling at the Mt Vetter's Project to 61m which was used as the pre-collar for the Diamond tail hole which was drilled to 375.5m

Planning for the second hole at the Mt Vetter's Project which is due to commence in Q2

Finalising the Diamond drill hole LDB4 at Lindeman's Bore Project following gold and copper intersections highlighted in the drilling results from LBD1, LBD2 and LBD3 as well as the ground geophysics results Geophysical program planned for Q2 at Clara Hills Project on the
back of the nickel and copper sulphide discovery announced by Victory
Mines on the 30th January 2013.

Develop



Completion of the feasibility study highlights the economical robustness of the Barnes Hills Project and favourable returns to investors and shareholders.

Encouraging advanced discussions with numerous financiers to fund the development of the Barnes Hill Project
Discussions commenced with a potential long term buyer for the Iron
Ore at the Barnes Hill Project

Invest


Further steps taken to commercialize the Barrier Bay technology through the construction of the demonstration facility.

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 March 2013

COMPANY OVERVIEW

Proto Resources and Investments Limited ("Proto", the "Company") is please to present to
Shareholders with an update on the exploration, development and investment progress for

Quarter 1, 2013.

Exp1lore

Promising exploration targets with a focus on Western Australia and Northern Territory, Australia.

Kiefernberg

Dev2elop

In3vest

Advancing Proto's flagship nickel cobalt project, Barnes Hill in northern Tasmania Australia as well as the Kiefernberg project in Germany.

Supporting the Barrier Bay Pty Ltd processing technology by raising capital for the construction of the demonstration facility.

WA Exploration

Mt Vetters Clara Hill Yerrida Basin

NT Exploration Lindeman's Bore Waterloo

Barrier Bay

Barnes Hill

MT VETTERS PROJECT, WESTERN AUSTRALIA

As announced to the market on the 19th February 2013, Proto completed a 1,119 m Air Core ("AC") drilling program in the south west of the Mt Vetters tenement in Western Australia (see Figure 1) targeting the geochemical regolith gold anomaly previously identified by Cazaly Resources with AC drilling in 2003 (see photo 1). Proto's AC drilling program intersected gold up to 1.09 gram per tonne over 4 metres from 24 metre depth and still remains open towards the north-north-west, west and south directions. These results indicate a possible underlying bedrock gold source in the vicinity of the south-west corner of the tenement.

Next Steps With these encouraging results, Proto is planning a further 35 AC extension drill holes on a 200m x 100m grid are planned and due to commence in Q2.

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 December 2012

PROTO

RESOURCES& INVESTMENTS LTD

Grid Scale 1: 20,000

+ Proposed RC dril hole locations

• Proposed Air Cera drill hola locatlons

Cazaly AC & RAB Holes max Gold (ppb)

• 500 to 1,000

• 100 lo

500

o 50to

100

o 5lo

50

O to

5

• Existing Proto RC drill ho es

----- SQUIDFLTEM ancmalyinterpretations

® Existing Ou okumpuRC drili holes

--- Aeromagnelicinlerprelalion lineamento

--- E271353 Projecl TenemenBl oundary

Figure 1: Mt Vetters Project Western Australia highlighting the go/d (blue) and nickel (red) targets

Prato Resources & lnvestments Ltd Quarterly Activities Report ended 31 December 2012

Photo 1: Air Core drilling at the Mt Vetters Project

As announced to the ASX on the 30th January 2013, Proto commenced drilling of the Nickel target in at the Mt Vetter Project. The Reverse Circulation ("RC") hole was terminated at 61 metres as the drill hole encountered unconsolidated paleochannel sands and high groundwater flows. Consequently the RC hole was used as a pre-collar for the Diamond tail hole which was drilled to 375.5 metres depth in intermediate felsic volcanic rocks and associated volcaniclastic rocks.

Next Steps Following the Kanowna Belle Gold Mine Model, which hosted similarities to the alterations and lithologies observed into drill hole MVPDH001, Proto is planning a second deep hole (see Figure 2), MVPRC006 in an attempt to intersect the interpreted Black Swan Komatiite


Complex.

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 December 2012


Figure 2: Proposed location of drill hole MVPRC006 LINDEMAN'S BORE PROJECT, NORTHERN TERRITORY

During the quarter, Proto finalised details on the upcoming Diamond drill hole at Lindeman's Bore. Drill hole LDB4 is being planned on the back of the previous work completed by Proto on the tenement including; two deep Diamond holes in 2009, LDB1 (drilled to 751m) and LDB2 (drilled to 751.6m), 45 sample soil program and a fixed loop ground EM survey were completed over the two drill holes.
In March 2012, Proto completed drill hole LBD3 to a depth of 466.6m which returned anomalous assays for gold and copper. The assays and structural observation of LBD3 may well have intersected the edge of a mineralised hydrothermal alternation system (see Figure 3).

Next Steps Proto is due to commence drill hole LBD4 in the coming weeks and looks forward to updating the market shortly after.

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 December 2012


Figure 3: Lindeman's Bore proposed Diamond drill hole (LBD4) CLARA HILL PROJECT

Joint Venture partners Victory Mines Limited (ASX:VIC) along with Proto released an announcement to the market on the 19th March 2013 about the upcoming geophysical program at the Western Australian Clara Hills Project. The announcement follows up on the recent nickel and copper sulphide discovery (see Figure 4) following the RC drilling program conducted by

VIC. Proto expects to announce the results of the geophysical program in the coming weeks.

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 December 2012



Figure 4: Stylised Section from the Reverse Circulation Drill Program (holes CHRC002 & CHRC004)

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 December 2012

BARNES HILL PROJECT

Proto and joint venture partner Metals Finance Limited, announced the completion of the
Optimised Feasibility Study of the Barnes Hill nickel laterite project.
The report highlights that the Barnes Hill nickel laterite project is economically robust with the opportunity to provide favourable returns to investors and shareholders. The 5 year study highlights the top line revenue of over $1.05Billion over a 10 year period, producing

4,800 tonnes of Ni equivalent per annum.


Key operational and financial highlights from the 5 year study include:

Barnes Hill Project Base

Capital cost ($ millions) 78.4

Project ROM tonne throughput (million t)

500,000

Nickel grade first 5 yrs (%) 1.01% Nickel grade second 5 yrs (%) 0.73% Nickel recovery (%) 90% Life of mine nickel price US$/lb 10.00

Foreign Exchange USD:AUD 1:1

Total revenue ($ millions) 1,045

Indicated NPV 12.5% ($ millions) 143.7

Indicated IRR% 51%


The optimisation study has confirmed the projects economic metrics with a capital intensity, equivalent to $7.50/lb annual production, and operating costs of $5.16/lb in the first 5 years and $5.75/lb over the first 10 years.

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 December 2012


During Q2 2013, Proto along with Metals Finance Limited have begun encouraging discussions
with various financiers to secure the funding to commence development on the Barnes Hill Project. Proto hopes to have the financing finalised and looks forward to updating the market in the coming months.
During the Quarter, Proto also escorted a team of metallurgists for a potential long term buyer to supply the iron ore during Proto's pre-strip mining phase at Barnes Hill. Proto is continuing with these discussions and looks forward to updating the market in the coming weeks.

Figure 5: Barnes Hill Project Nickel Laterite Resource and Iron Enrichment Outline

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 December 2012

CAPITAL RAISING

During the quarter, Proto entered into a funding agreement with Bergen Global Opportunity Fund, LP ("Bergen"), managed by Bergen Asset Management, LLC to provide up to A$4.35 million over the next two years.
The funds acquired are being used to advance the Company's projects including the upcoming Diamond drilling program at Lindeman's Bore as well as the drill programs at The Mt Vetters Projects.

NOTES TO APPENDIX 5B

The Company would like to note that the amount outlined under Section 1.2(d) include various annual payments made as a lump sum as well as general administrative costs.

Proto is looking forward to updating the market on our progress in the coming weeks. In the meantime, please feel free to contact our office for further information.
Mr Andrew Mortimer
Managing Director
Proto Resources & Investments Ltd
T: +61 (2) 9225 4000
M: +61 (0) 433 894 923
Jane Morgan
Investor Relations Manager
Proto Resources & Investments Ltd
T: +61 (2) 9225 4000
M: +61 (0) 448 009 672
E: jane.morgan@protoresources.com.au

More details are available on the company website www.protoresources.com.au

Competent Persons Statement

The information in this release that relates to Exploration Results, Mineral Resources or Ore Reserves is based on information reviewed by Tony Treasure, who is a Member of the Australasian Institute of Mining & Metallurgy. Mr Treasure has sufficient experience 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 o f Exploration Results, Mineral Resources and Ore Reserves". Mr Treasure consents to the inclusion in the release of the matters

based on his information in the form and context in which it appears.

Proto Resources & Investments Ltd Quarterly Activities Report ended 31 December 2012

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