To whom it may concern

31 October 2014


Manager of Company Announcements
ASX Limited
Level 8 Exchange Plaza
2 The Esplanade
PERTH WA 6000

Via E-Lodgement

QUARTERLY ACTIVITIES REPORT FOR THE PERIOD ENDING 30 SEPTEMBER 2014

Issued Capital: 266M ASX Code: RMP Closing price: A$0.047
AIM Code: RMP Closing Price: £0.024
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 September
2014.

Puntland

During the reporting period, the Federal Government hardened its position with regards to the requirement of contracts to flow through the Federal Ministry of Energy, as evidenced by the statement of the Federal Minister at the Somalia Oil & Gas Conference in late October. That said, a three-day visit by the Federal Prime Minister to Garowe was a welcome and positive indication of the potential for the State government to work with Mogadishu and a joint statement was released to that effect. As a result, the overall situation remains unclear and whilst the JV is determined to continue exploration activity, it must seek to clarify outstanding matters of control before doing so.

Georgia

During the quarter, the shareholders of Strait Oil and Gas ("Strait") continued to pursue discussions and negotiations with respect to a potential disposal of its interests in the Production Sharing Contracts (PSCs) in Georgia. Subsequent to the quarter end, Strait made the decision to terminate negotiations with one interested party, however the JV remains committed to pursuing a transaction at some level and continues discussions with market participants.
At the same time, Red Emperor is currently conducting a detailed review of the geological
merits of the proposed obligation well in Block VIb, which is required to be drilled before March 2015. Whilst Red Emperor is to be free carried for this well, options to potentially fund the well in return for a larger equity share of Strait are being discussed.

Corporate

Red Emperor continues to review new opportunities as it has done throughout the year in accordance with its outlined strategic philosophy. With a restructured Board and strong cash position, the Company believes it is extremely well placed to take advantage of a slightly depressed global oil & gas market.

BOARD & MANAGEMENT

Mr Greg Bandy

MANAGING DIRECTOR

Mr Nathan Rayner

NON-EXECUTIVE DIRECTOR

Mr Jason Bontempo

NON-EXECUTIVE DIRECTOR

Mr Aaron Bertolatti

COMPANY SECRETARY

REGISTERED OFFICE

Level 1

35 Richardson Street

West Perth WA 6005

POSTAL ADDRESS

PO Box 1440

West Perth WA 6872

CONTACT DETAILS

Tel: +61 8 9212 0102

WEBSITE

www.redemperorresources.com

SHARE REGISTRY Computershare Level 2

45 St Georges Terrace

Perth WA 6000

Tel: 1300 555 159

NOMINATED ADVISER

Grant Thornton UK LLP

30 Finsbury Square

London EC2P 2YU

Tel: +44 (0) 207 383 5100

UK BROKER

Fox Davies Capital Limited

1 Tudor Street

London EC4Y 0AH

Tel: +44 (0) 203 463 5010

ASX CODE | AIM CODE

RMP


For and on behalf of the Board

Greg Bandy

Managing Director

Level 1, 35 Richardson Street, West Perth WA 6005 | Tel: +61 8 9212 0102 | http://www.redemperorresources.com/www.redemperorresources.com

ABN 99 124 734 961

Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report

Appendix 5B

Rule 5.5

Mining exploration entity and oil and gas exploration entity quarterly report

Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10, 01/05/2013

Name of entity

RED EMPEROR RESOURCES NL

ABN Quarter ended ("current quarter")


99 124 734 961 30 September 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 & 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 (provide details if material)

Net Operating Cash Flows

+ See chapter 19 for defined terms.

01/05/2013 Appendix 5B Page 1

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

1.13 Total operating and investing cash flows

(brought forward)

(520)

(520)

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

-

-

-

-

-

-

-

-

-

-

-

-

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

-

-

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

(520)

10,321

-

(520)

10,321

-

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

9,801

9,801

Payments to directors of the entity, associates of the directors, 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 43

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

1.25 Explanation necessary for an understanding of the transactions

Payment of Directors fees and Remuneration $43k

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

n/a

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

n/a

+ See chapter 19 for defined terms.

Appendix 5B Page 2 01/05/2013

Appendix 5B Mining exploration entity and oil and gas 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 and petroleum tenements

6 Interests in mining tenements held

6.1 Interests in mining tenements tenements relinquished, reduced or lapsed

6.2 Interests in mining tenements tenements acquired or increased

+ See chapter 19 for defined terms.

01/05/2013 Appendix 5B Page 3

Appendix 5B

Mining exploration entity and oil and gas 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

7.1 Preference

+securities

(description)

7.2 Changes during quarter

(a) Increases through issues (b) Decreases

through returns of capital, buy-backs, redemptions

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

Fully Paid

7.3 +Ordinary

securities

7.4 Changes during quarter

(a) Increases through issues (b) Decreases

through returns of capital, buy-backs

7.5 +Convertible debt

securities

(description)

7.6 Changes during quarter

(a) Increases through issues (b) Decreases

through securities matured, converted

7.5 +Convertible debt

securities

(description)

7.6 Changes during quarter

(a) Increases through issues (b) Decreases

through securities matured, converted

7.7 Options

- Unlisted options

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

1,394,324

5,492,000

112,966

3,690,403

1,170,000

-

-

-

-

-

Exercise Price

A$0.17

£0.265

£0.265

£0.265

£0.265

Expiry Date

30 December 2014

28 March 2015

3 April 2015

30 December 2014

16 May 2015

7.7 Options

- Unlisted options

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

7.7 Options

- Unlisted options

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

7.7 Options

- Unlisted options

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

7.11 Debentures

(totals only)

7.12 Unsecured notes

(totals only)

+ See chapter 19 for defined terms.

Appendix 5B Page 4 01/05/2013

Appendix 5B Mining exploration entity and oil and gas 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 5).

2 This statement does give a true and fair view of the matters disclosed.

Sign here: Date: 31 October 2014

Print name: GREG BANDY Managing Director

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 and petroleum 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 or petroleum 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 6: Exploration for and Evaluation of

Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.

5 Accounting Standards ASX will accept, for example, the use of International Financial Reporting 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.

01/05/2013 Appendix 5B Page 5

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Appendix 1 - Interests in mining tenements held

Working Interest at

Beginning of Quarter

Acquired/ Disposed

Working Interest at End of Quarter

Tenement Reference

Location

Working Interest at

Beginning of Quarter

Acquired/ Disposed

Working Interest at End of Quarter

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%

Holder: Oil & Gas Beneficial percentage interests held in farm-in or farm- out agreement.

+ See chapter 19 for defined terms.

Appendix 5B Page 6 01/05/2013

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