ASX Announcement

30 July 2014

Quarterly Report: June 2014

ABN: 45 116 153 514

ASX: TMX

HIGHLIGHTS

$120,000 received from exercising put option.

East Kambalda (Aztec Dome) tenement application granted.

Ongoing evaluation of potential company making projects.

Continuation cost reducing programs.

CORPORATE

Terrain Minerals Limited ("TMX" or "Company") is currently searching and assessing potential company making projects in Australia and Africa. Several projects are currently being evaluated. Most of these projects are situated in Africa and South America. TMX is looking at all economic commodities including but not limited to Gold, Copper, Iron Ore and Coal.

EXERCISE PUT OPTION

$120,000 has been received. The 60,000,000 fully paid ordinary shares TMX held in Platypus Minerals Ltd (ASX: PLP) came from the former Mt Andrew joint venture between the two companies. The shares were purchased for 0.002 cents per share, Put Option priced at 0.002 cents per Option with 12 months expiry. TMX will have no holdings in Platypus Minerals Ltd after the transaction has been completed.

EAST KAMBALDA (AZTEC DOME) E26/97

TMX has been advised by our tenement managers that the tenement renewal application has been approved by the Department of Mines and Petroleum for a further 12 months. TMX are currently reviewing possible gold occurrence along the eastern margin of the tenement and examining an identified target in the south eastern area of the project, adjacent to Coogee. This could be a possible extension or repeat of the Coogee Deposit which TMX sold to Ramelius Resources Ltd (ASX: RMS) and who are currently mining this deposit. This is an exciting target which requires additional follow up work.
On behalf of the Board
Justin Virgin
Executive Director

Suite 1 Level 4, 66 Kings Park Road, WEST PERTH, WA, 6005 - PO Box 79, West Perth , WA 6872

T: +61 8 9381 5558 F: +61 8 61413599 E : terrain@terrainminerals.com.auW : www.terrainminerals.com.au

Appendix 5B Mining exploration entity quarterly report

Appendix 5B

Mining exploration entity quarterly report

Name of entity

Terrain Minerals Limited

Rule 5.3

ABN Quarter ended ("current quarter")


45 116 153 514 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 & 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

Net Operating Cash Flows

Appendix 5B Page 1

Appendix 5B

Mining exploration entity quarterly report

1.13 Total operating and investing cash flows (brought forward)

14

(697)

Cash flows related to financing activities

1.14 Proceeds from issues of shares, options, etc. net of costs

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. net of costs

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

14

1,112

(697)

1,823

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

1,126

1,126

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 24

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

1.25 Explanation necessary for an understanding of the transactions

Directors Fees

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

Appendix 5B Page 2

Financing facilities available

Add notes as necessary for an understanding of the position.

Appendix 5B Mining exploration entity quarterly report

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.

Appendix 5B Page 3

Appendix 5B

Mining exploration entity quarterly report

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

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.

7.7 Options (description and conversion factor)

7.8 Issued during quarter

Appendix 5B Page 4

7.12 Unsecured notes

(totals only)

Appendix 5B Mining exploration entity quarterly report

Interests in Mining Tenements

Disclosure in accordance with ASX Listing Rule 5.3.3

Project/Tenements

Farm-in Agreements / Tenements

Farm-out Agreements / Tenements

Appendix 5B Page 5

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 5).
2 This statement does give a true and fair view of the matters disclosed.

Sign here: ............................................................ Date: 30 July 2014 (Company secretary)
Print name: Jay Stephenson

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 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.s

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Appendix 5B Page 6

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