Address: 45 Ventnor Avenue, West Perth, WA 6005 Ph: +61 8 9200 1860 Fax: +61 8 9200 1861

Email:admin@mineragoldlimited.com

Minera Gold Transforms into Copper and Gold Producer

US$5.5M acquisition completed of San Santiago copper/gold processing plant in Peru

Refurbished CIP circuit commissioned and commercial gold production commenced

First gold sales late August 2014, with gold production from commissioning phase for the balance of the quarter of 454oz

Management control of plant’s copper toll treatment and production passed to Minera on 17 September 2014 with 2,742t of copper sulphide ore processed post that time up to the end of the quarter for third parties

Acquisition included 9,000ha of surrounding exploration and mining concessions including three historic copper mines, with one in production today under contract

Contracts signed with third parties to provide gold ore for processing; more contracts being negotiated

Australia’s Minera Gold Limited (ASX: MIZ, Minera, the Company) is pleased to present shareholders its activities report for the quarter ending 30 September 2014 – a milestone period in which the Company achieved its ambition to make the transition from explorer-developer to a miner and metals processor in its own right.

During September, Minera finalised its acquisition of the copper and gold San Santiago processing plant and surrounding 9,000 hectares of mining rights in resource rich southern Peru. Processing of ore has commenced at the newly commissioned plant with 454 ounces of gold produced from Minera’s 100% owned mines and 2,742 tonnes of copper ore treated for third parties.

Managing Director and Chief Executive Officer, Mr Ashley Pattison commented, “The acquisition of the San Santiago processing plant and surrounding concessions is a transformational event for Minera Gold. The cash flow benefits and cost savings are immediate and the funding arrangements put in place are largely non-dilutive for shareholders, making this a very attractive transaction. I sincerely thank my management team and our financiers who have worked tirelessly for the last 12 months on making this acquisition happen. Additionally, the upside of the large concession holdings in the mining rich Nazca Ocona province of southern Peru, sits neatly within our existing exploration strategy at the Company’s nearby Torrecillas and Tumi Projects. We have now been in Peru since 2007 and from this quarter, are in control of our own copper and gold operations and more than 25,000ha of highly prospective concessions.”

QUARTERLY ACTIVITIES REPORT September Quarter 2014

For

per

sona

l use

onl

y

Minera Gold Limited

Page 2 of 8

1. Peruvian Operations

Perth-based Minera Gold has operations in three locations within the well-established Nazca Ocona region of Southern Peru. The centre of operations is at San Santiago, 400kms south east of the capital Lima, where Minera owns and operates the San Santiago processing plant as well as undertaking copper mining and exploration on the surrounding 9,000 hectare concessions. Minera’s gold operations at Torrecillas and Tumi are connected via a 40km service road and located 180kms south east of San Santiago.

2. Processing Plant and Copper Project Acquisition

During the quarter, Minera acquired, upgraded, expanded and commissioned the fully permitted San Santiago gold/copper processing plant and surrounding mining concessions for an acquisition price of US$5.5 million. The plant is located just 180kms from the Company’s Torrecillas Gold Project, in the well-known Iron Copper Oxide Gold (ICOG) district of Cobrepampa.

The purchase was primarily non-dilutive to Minera shareholders and immediately earnings accretive, saving Minera approximately US$1m per annum on the Company’s previous gold processing arrangements.

The acquisition provides project and commodity diversification for Minera, including three copper mines (one in production today under contract) that the Company is evaluating for recommencement of production and control of an operating copper toll treatment business generating positive cash flow for Minera.

After Minera’s recent upgrade to the gold circuit at the plant, the complex consists of three operational processing circuits including:

125 tonnes per day (TPD) CIP gold circuit refurbished in July at a cost of US$700k (low CAPEX to upgrade to increase to 200TPD

250TPD copper sulphides circuit (allowing the transition from toll treatment to mix of owner operator and toll treatment)

150TPD copper oxide circuit (currently idle – studies underway to source oxide ore from within the acquired concessions)

The operations have national grid power, sufficient water supply from controlled bores and are located within a supportive mining community. The tailings dam in place has approximately 12 months capacity and a new tailings dam site has been secured in consultation with the community. Plans are underway to commence construction of the new tailings dam over the next six to nine months post receipt of permitting.

Acquisition Funding

The funding package for the acquisition and costs of the transaction was provided through a combination of funding from Minera’s existing precious metals streaming partner, SilverStream SEZC, and through a mezzanine debt facility with an existing shareholder of Minera Gold:

a) SilverStream SEZC - US$3m through a silver purchase agreement (silver is the third commodity product behind the plant’s copper and gold output)

b) SilverStream SEZC - US$1.4m through waived terms of the original gold purchase agreement to bring forward the second tranche of that agreement

For

per

sona

l use

onl

y

Minera Gold Limited

Page 3 of 8

c) Existing shareholder of Minera - US$1.25m two year mezzanine agreement; combination of straight debt of US$650,000 and a convertible component for US$600,000.

The new streaming transaction with SilverStream has the following terms:

1. SilverStream will be delivered equivalent to 100% of the silver produced from the copper circuits at San Santiago for a period of 15 years;

2. SilverStream will be entitled to purchase a minimum of 4,000 ozs of silver per month and up to a maximum of 90,000 ozs of silver per annum at a purchase price of US$6 per ounce. For amounts over 90,000 ozs per annum, SilverStream will be entitled to purchase 50% of the additional ounces at the purchase price of US$6 per ounce; and

3. SilverStream will have senior security over the San Santiago processing plant until such time that the purchase price has been repaid in full via monthly gross margin to SilverStream.

3. Operations 3.1. Processing Plant

Gold Circuit

During the quarter, gold mined and stockpiled in the previous quarter was treated at the newly commissioned San Santiago processing plant producing Minera’s first gold pour late in August 2014. Production for the quarter was 454oz with a majority of this being sold in September 2014.

The processing plant was commissioned on 6g/t Au material with approximately 1,680t of feed put through the circuit during August 2014 and into September 2014. By the middle of September, the average feed grade had increased to approximately 16g/t Au.

All in sustaining cash costs for the quarter were US$890 per ounce, with full cost benefits from the plant acquisition and commissioning to be further realised in the current quarter.

As at 30 September, the Company had 104ozs of gold in circuit and with additional ore stockpiled on the ROM pad at Torrecillas and the plant.

During the quarter, three contracts were signed with local mine operators for the toll treating of third party gold ore through the gold circuit. These contracts typically run for 12 months and sporadic delivery of ore under these contracts commenced during the quarter. The Company is working with the suppliers of ore to seek to smooth deliveries over each month to optimise the blended ore feed to the processing plant.

The decrease in the gold price during the second half of September and into October resulted in third party ore deliveries reducing due to owners electing to stockpile material during the second half of September. Shipments have recommenced in the second half of October as the gold price recovered.

Additional sources of quality gold ore continue to be assessed to ensure full compliance with local laws in relation to the processing of third party material. The current environment for toll processing is extremely competitive in southern Peru illustrating the importance of the company having access to gold from its 100% owned properties.

For

per

sona

l use

onl

y

Minera Gold Limited

Page 4 of 8

Copper Flotation Circuit

Minera Gold took control of the copper operations at San Santiago on 17 September 2014. This resulted in 13 days of operations from the copper floatation circuit contributing to the September quarter financial results.

The copper floatation operations are today 100% toll treatment of third party ore that is primarily sourced from within the newly acquired 9,000ha of concessions. Twenty-six groups have been permitted to mine within these concessions on the basis that all ore is processed through the San Santiago processing plant at fixed fees and parties pay a participation fee on the concentrate produced.

Post acquisition, Minera treated 2,742 tonnes of copper ore for third parties with sulphide stockpiles for treatment just under 5,000 tonnes at the end of September. Positive cash flow of just over US$100,000 was generated during the period under the Company’s control, that enabled critical and preventative maintenance to commence in the first three days of October.

It is anticipated that production for the balance of FY2014 will primarily be from third party sulphide toll treatment. However, some ore from Minera’s Brasil mine is anticipated to be ready for processing by the end of November.

Looking forward to 2015, the processing of sulphide ore at San Santiago is proposed to be a mix of toll treatment and owner operator material, focusing on the floatation circuit at a rate of 250TPD. The optimal mix that the Company will seek to achieve is 150TPD from owner operator mining and 100TPD from toll treatment. This would result in approximately 5mlb of copper per annum produced from the floatation circuit, in addition to gold and silver credits, attributable to Minera.

Copper Oxide Operations

At quarter end, the copper oxide vat leaching operation was completing a batch treatment program for a third party that was contracted prior to Minera assuming control of the processing plant. This program is now complete and the circuit is idle.

As at 30 September 2014, a stockpile of ~1370 tonnes of copper oxide material at an average grade of 1.8% Cu is on the ROM pad that is owned by Minera. In addition to this ore, Minera has received strong enquiries from local miners to recommence copper oxide purchasing and processing.

Commercial assessment of the copper oxide circuit is ongoing with a view to assessing the recommencement of copper oxide mining operations from our 100% owned mines through this circuit in 2015 to produce a copper cement concentrate for sale into the domestic market.

Local miners within Minera’s concessions have reported that a commercial source of copper oxide ore is present within our concessions to potentially sustain production of 40-50TPD on a consistent basis. This ore would supplement known oxide material in situ in the Purisima, Decimo Quinto and Brasil mines.

3.2. Copper – San Santiago

As part of the San Santiago acquisition, mining rights were acquired for three mines that were partially developed at a historical cost of ~US$3.5M. The principal focus of mining from these three veins is sulphide material that has averaged approximately 4.5% Cu with gold and silver credits based on historical processing.

Mining of the Purisima veins is currently contracted until August 2015 to a local family. Minera receives 100% of this ore for toll treatment and also has a net revenue participation in this mine equal to

For

per

sona

l use

onl

y

Minera Gold Limited

Page 5 of 8

approximately 12%. Net revenue is defined as revenue received from the sale of concentrate from the traders less flotation processing and trucking costs of the ore from the mine to the processing plant (approximately US$42/t of ore). Production from Purisima has historically averaged approximately 80-90TPD.

Minera will focus its owner operator efforts on the Brasil and Decimo Quinto mines which are currently largely idle with the exception of some selective mining at depth by trial mining. Copper sulphide and oxide potential with large ore shoots have been identified and intersected at depth.

Work subsequent to quarter end has commenced on the Brasil mine, with Minera’s surveyors and geologists commencing mapping and sampling of the developed areas of the mine.

3.3. Gold – Torrecillas

During the September quarter, ore was primarily sourced from the Torrecillas, Tumi and Rebeca veins.

At Torrecillas, a majority of the ore was sourced from Level 0 in the mine. Ongoing geological assessment of the Torrecillas vein structure identified a number of remnant stopes within the first developed area of the Torrecillas vein that was easily accessible by Minera’s owner operator workforce. Ongoing assessment of the upper levels of the Torrecillas mine continues. Mining also continued in lower levels of the mine.

At the Rebeca and Tumi veins, the Company continues to work with small contracting teams on the exploitation of those veins. The veins at Rebeca and Tumi are narrower than Torrecillas but exhibit an almost vertical dip and a superior grade to the other veins. The mining is low cost and provides valuable high-grade feed to supplement the remaining production. Contractors are paid on a per tonne basis subject to the diluted grade recovered.

Mining at Tessie was limited during the quarter as contractors utilised their manpower on mining at Rebeca and Tumi.

4. Resource Development and Exploration 4.1. Tumi Large Tonnage Exploration Target

Limited exploration and resource definition work was undertaken during the quarter on Tumi, with Minera’s technical team devoting efforts to the San Santiago acquisition and technical assessment of the 9,000ha of concessions and mining rights being acquired.

A ground-based IP program was however undertaken early in the September quarter to follow up on the results from the ground-based magnetic survey completed in December 2013 to define the potential size of the mineralised breccia target and to identify other potential anomalies and drill targets.

The interpreted results from the IP/resistivity survey completed during the quarter were considered inconclusive. The strong electromagnetic field produced by the commissioning of the new high tensile power line that traverses the Tumi concession, has masked the results.

In the area immediately below and adjacent to the power line, the direct current input signal is being interfered with by the electromagnetic field associated with the high tension wires and has rendered a part of the survey data un-usable. The objective of the survey (defining an electrical response associated with the known breccias) was not attained by the IP survey.

For

per

sona

l use

onl

y

Minera Gold Limited

Page 6 of 8

Whilst inconclusive, the existence of gold, copper and silver mineralisation is known in the main Tumi breccia and exploration of Tumi will now be carried out through systematic surface sampling and drilling focusing on the previously released exploration target.

4.2. San Santiago

The 9,000 hectares of under explored concessions acquired through the San Santiago transaction are in a highly prospective area for gold, copper and silver. There are a number of drill ready targets for testing over the next 12 months that the Company is currently reviewing to assess exploration priorities.

The primary focus for Minera over the next six months is to gain a solid geological understanding of the three mines acquired and to assess both the oxide and sulphide mineralisation potential. This work will include the use of ground based geophysics and RC drilling to target the priority zones for mining in 2015.

Regional exploration work will also be undertaken to assess the potential for large tonnage exploration targets.

5. Corporate

5.1. Business Development

The acquisition of the Processing Plant and surrounding concessions provides commodity diversification and immediate cash flow to Minera. These business development initiatives have resulted in a review of the priorities for the remainder of 2014 and 2015, which are now as follows:

1. Increase cash flow

Increase and extend contracts with local mine operators for treating third party gold ore

at the processing plant during the remainder of 2014 and into early 2015

Increase base feed processing plant from 100% owned MIZ mines with third party gold

ore, improving grade and increasing profit margins for Minera

Improve capture rate of copper mined at San Santiago for processing at the Processing

Plant – Three mines developed plus numerous small scale workings operating (~500TPD

currently mined from within 100% owned mining rights and concessions with only

250TPD currently captured for processing at the processing plant)

Expand permitting and capacity of the processing plant to 600TPD to enable the

operation of all circuits at San Santiago at capacity.

2. Exploration focus on target refinement

Copper – Deliver JORC resources across Purisma, Brasil and Decimo Quinto mines. Prove

up a minimum mine life at Purisma of four years to support full production (250TPD) for

the sulphide circuit

Gold - Two large tonnage disseminated systems to be drill tested over next 12 months

(Tessie vein at Torrecillas Gold Project and also Tumi Project). RC drilling over next 12

months.

3. Repay debt and reduce costs

5.2. Board

During the period, Mr Kevin Puil, a nominated appointee of Silverstream SECZ, resigned as a Non-Executive Director. Subsequent to the period end, Mr Brett Heath was appointed as the replacement Non-Executive Director. Mr Heath is the President and Director of Silverstream SECZ.

For

per

sona

l use

onl

y

Minera Gold Limited

Page 7 of 8

5.3. Financial

Convertible Loan Facility

Convertible loan facilities were entered into in September 2013 and April 2014 and as at 30 September 2014, the outstanding balance of expiring convertible notes was $1,026,907. During the quarter, renegotiated extensions were offered and approximately $810,000 of the notes were rolled over on until 30 June 2015. The balance will be redeemed by the Company on terms agreed with those individual loan holders.

Silverstream SECZ Finance

SilverStream has now funded US$6M of its US$9.5M commitment to Minera Gold, with the balance of the funding contingent upon milestones being achieved by Minera Gold in both the gold and copper operations.

Financing and Working Capital

The Board is currently reviewing a number of financing proposals from various parties including metals traders. If any of these proposals are accepted, these funds will be used for further investment in the business, general working capital and the retirement of debt (including any amounts owing to APG under the standstill and forbearance deed currently in place).

-ENDS-

For further information, please contact:

Company: Media Enquiries:

Ashley Pattison Kevin Skinner Managing Director and CEO Partner Minera Gold Limited Field Public Relations +61 8 9200 1860 +61 (0) 414 822 631 admin@mineragoldlimited.com kevin@fieldpr.com.au

North America IR: Australian IR:

Daniel & Thomas Renaud Anna Nahajski Staples Managing Directors (joint) Director Arrowhead (ABID) AMN Corporate +1 212 619 6889 +61 (0) 400 205 433 enquire@arrowheadbid.com anna@amncorporate.com Company Profile: www.abid.co/ASX.MIZ

Website: www.mineragoldlimited.com

For

per

sona

l use

onl

y

Minera Gold Limited

Page 8 of 8

About Minera Gold Limited

Minera is the owner and operator of a profitable gold and copper business in a well-established mining region of southern Peru. A centralised processing plant with three separate circuits produces very clean copper concentrate and copper cement in addition to loaded carbon from the CIP circuit, with feed sourced from third party operators as well as from Minera’s 100% owned mines.

The copper assets of Minera are contained within 9,000Ha of under explored concessions that surround the San Santiago processing plant currently being mined for copper, with an attractive gold and silver credit.

Minera’s gold assets include its producing mines at the Torrecillas Project and the exciting exploration targets at its Tumi Project. At Torrecillas, a number of high-grade narrow gold veins are in production. These two projects, just 180kms from the processing plant, are part of 16,000Ha of highly prospective concessions including two large tonnage, low-grade disseminated targets containing known gold and copper with silver and molybdenum mineralization also identified at the Tumi target.

Forward Looking Statements

The document (Document) is provided on the basis that none of Minera Gold Limited ACN 117 790 897 (MIZ) nor its respective officers, shareholders, related bodies corporate, partners, affiliates, employees, representatives and advisers make any representation or warranty (express or implied) as to the origin, validity, accuracy, reliability, relevance, currency or completeness of the material contained in the Document and no responsibility is taken for any errors or omissions. Nothing contained in the Document is, or may be relied upon as, a promise, representation or warranty, whether as to the past or the future. MIZ excludes all warranties (including implied warranties) and all liability that can be excluded by law for any loss, claim, damage, cost or expense of any nature arising out of that Document (or any accompanying or other information) whatsoever, nor by reason of any reliance upon it. MIZ accepts no responsibility to update any person regarding any inaccuracy, omission or change in information in this Document or any other information made available to a person nor any obligation to furnish the person with any further information.

The Document may contain prospective financial material which is predictive in nature and based on certain assumptions. Accordingly, actual financial results may be affected by assumptions which prove to be inaccurate or by known or unknown risks and uncertainties, and are likely to differ, possibly materially, from results ultimately achieved. The Document may contain "forward- looking statements". All statements other than those of historical facts included in the Document are forward-looking statements including, without limitation, (i) estimates of future earnings, and the sensitivity of earnings to the gold and other metals prices; (ii) estimates of future gold and other metals production and sales; (iii) estimates of future cash costs; (iv) estimates of future cash flows, and the sensitivity of cash flows to gold and other metals prices; (v) estimates of future capital expenditures; and (vi) estimates of reserves, and statements regarding future exploration results and the replacement of reserves. Where MIZ expresses or implies an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking statements. Such risks include, but are not limited to, gold and other metals price volatility, currency fluctuations, increased production costs and variances in ore grade, recovery rates or other matters from those assumed in mining plans, as well as political and operational risks and governmental regulation and judicial outcomes. MIZ does not undertake any obligation to release publicly any revisions to any "forward-looking statement" to reflect events or circumstances after the date of the Document, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws.

For

per

sona

l use

onl

y

Address: 45 Ventnor Avenue, West Perth, WA 6005 Ph: +61 8 9200 1860 - Fax: +61 8 9200 1861

Email:admin@mineragoldlimited.com

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, 01/06/10, 17/12/10

Name of entity : Minera Gold Limited Quarter ended (“current

quarter”)

ABN : 97 117 790 897 30 September 2014

Consolidated statement of cash flows

Cash flows related to continuing operating activities

Current quarter $A’000

Year to date (9 months)

$A’000

1.1 a Receipts from product sales and related debtors 815 3,119 1.2 a Payments for (a) exploration & evaluation & development

(b) production (c) administration

- (478) (109)

(375) (1,778) (1,322)

1.3 a Dividends received - - 1.4 a Interest and other items of a similar nature received - 3 1.5 a Interest and other costs of finance paid (1) (89) 1.6 a Income taxes paid - - 1.7 a Other (provide details if material) - -

Net Operating Cash Flows from Operations 227 (442)

Net Cash Flows from Investing 1.8 Payment for purchases of:

(a) prospects (b) equity investments (c) other fixed assets

- -

(156)

- -

(524) 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 – Acquisition of new subsidiary companies (6,114) (6,114)

Total Cash Flows from Investing (6,270) (6,638)

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 2,642 5,173 1.17 Repayment of borrowings (1,049) (2,212) 1.18 Dividends paid - - 1.19 Other (provide details if material)

(a)Payment for debt issue costs (b) San Santiago SilverStream financing

(295) 4,861

(571) 4,861

Net financing cash flows from Operations 6,159 7,251

Net increase (decrease) in cash held

116 171

1.20 Cash at beginning of quarter/year to date 455 315 1.21 Exchange rate adjustments to item 1.20 (123) (39)

1.22 Cash at end of quarter 448 448

For

per

sona

l use

onl

y

Minera Gold Limited

Payments to directors of the entity and associates of the directors Current quarter

$A'000

1.23

Aggregate amount of payments to the parties included in item 1.2 44

1.24

Aggregate amount of loans to the parties included in item 1.10

-

1.25

Explanation necessary for an understanding of the transactions

NOTES

1.23 The payments to directors and director-related entities are for director fees, salaries and payments for consulting

services to entities associated with directors.

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

Convertible Note

Conversion of convertible notes (Principal) of -$2,808,774

Conversion of convertible notes (Interest) of -$160,624

Financing facilities available

Add note as necessary for an understanding of the position. Amount available

$A’000 Amount used

$A’000

3.1 Anglo Pacific Group Loan facility

1,702 1,702

3.2 Convertible Note – Various Subscribers 1,912 1,912

Estimated cash outflows for next quarter – 1 October 2014 to 31 December 2014

$A’000

4.1 Exploration and evaluation

100

4.2 Development

350

4.3 Production

600

4.4 Capital expenditure

100

4.5 Administration

400

Total

1,550

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

Not applicable

For

per

sona

l use

onl

y

Minera Gold Limited

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 448 455

5.2 Deposits at call - -

5.3 Bank overdraft - -

5.4 Other (provide details) - -

Total: cash at end of quarter (item 1.22) 448 455

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

Refer to Appendix -

-

-

For

per

sona

l use

onl

y

Minera Gold Limited

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

- - - -

7.3 +Ordinary securities

2,478,118,323

2,478,118,323

n/a n/a

7.4 Changes during quarter (a)Increases through conversion of Convertible Loan Principal (b)Increases through conversion of Convertible Loan Interest (c) Increases through repayment of convertible note to Lind (d) Increases through shares issued in lieu of cash (invoice)

181,433,388 301,989,425 96,665,628 31,829,879 69,496,815 44,444,445 73,148,408

102,564,104 41,250,000 4,761,906

10,638,298

8,361,387 13,984,459 1,888,824 3,567,980 3,426,078 4,100,354 5,480,895 3,453,186 203,053

1,880,932

31,250,000

6,473,550 4,125,000 9,836,100 8,057,972

181,433,388 301,989,425 96,665,628 31,829,879 69,496,815 44,444,445 73,148,408

102,564,104 41,250,000 4,761,906

10,638,298

8,361,387 13,984,459 1,888,824 3,567,980 3,426,078 4,100,354 5,480,895 3,453,186 203,053

1,880,932

31,250,000

6,473,550 4,125,000 9,836,100 8,057,972

$0.0024 $0.0025 $0.0026 $0.0027 $0.0031 $0.0036 $0.0037 $0.0039 $0.0040 $0.0042 $0.0047

$0.0027 $0.0028 $0.0029 $0.0035 $0.0040 $0.0041 $0.0044 $0.0045 $0.0048 $0.0052

$0.0020

$0.0030 $0.0040 $0.0050 $0.0060

$0.0024 $0.0025 $0.0026 $0.0027 $0.0031 $0.0036 $0.0037 $0.0039 $0.0040 $0.0042 $0.0047

$0.0027 $0.0028 $0.0029 $0.0035 $0.0040 $0.0041 $0.0044 $0.0045 $0.0048 $0.0052

$0.0020

$0.0030 $0.0040 $0.0050 $0.0060

7.5 +Convertible debt securities (description)

Unsecured Convertible Loans issued in October

2013

Convertible at the lower of $0.008 or 20% discount to the 10 day

VWAP prior to conversion

Mature 30 June 2015

7.6 Changes during quarter (a) Increases through

issues (b) Decreases through

securities matured or converted

$1,661,748

-$2,969,398

N/a

N/a

-

-

- -

For

per

sona

l use

onl

y

Minera Gold Limited

7.7 Options Options -Employee Option

Scheme (UNLISTED) Options – Directors (UNLISTED) Options – Financiers & Other

(UNLISTED) Options – UNLISTED - TOTAL Options – LISTED – TOTAL

Total on Issue 2,500,000 2,500,000 2,000,000

7,000,000

4,500,000 4,500,000

22,500,000

31,500,000

920,000 15,000,000 2,000,000 1,000,000 1,000,000

20,000,000 4,000,000

15,000,000 32,500,000

91,420,000

129,920,000

245,250,000

245,250,000

245,250,000

245,250,000

Exercise price $0.09 $0.15 $0.09

$0.09 $0.15 $0.02

$0.09 $0.09 $0.10 $0.15 $0.20 $0.10 $0.10 $0.03

$0.012 $0.01

$0.012

Expiry date 30 June 2015 30 June 2015 22 Sept 2015

13 Sept 2017 13 Sept 2017

4 December 2016

31 March 2015 1 March 2015 30 June 2015 30 June 2015 30 June 2015 13 Dec 2015 15 Feb 2016 30 June 2016

15 October 2016 4 December 2016

4 December 2016

For

per

sona

l use

onl

y

Minera Gold Limited

7.8

Issued during quarter Options issued

Total number

10,000,000

Type

MIZOA

Exercise Price

$0.012

Expiry date

4/12/2016

7.9 Exercised during quarter -

- - -

7.10 Expired / Cancelled during quarter

- - - -

7.11 Admitted for quotation

7.12 Debentures (totals only)

7.14 Unsecured notes (totals only)

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: 31.10.2014 Print name: Ashley Pattison Position: CEO and 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 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 == == == == ==

For

per

sona

l use

onl

y

Minera Gold Limited

Appendix In accordance with Listing Rule 5.3.3, MIZ provides the following information in relation to its mining tenements.

Mining Rights and Tenements held at the end of the quarter:

Country Code Name Holder Beneficial

% Area (ha)

Peru 010164704 Virgen del Carmen 2004 J GRUPO COBREPAMPA SAC 100 5

010278004 Virgen del Carmen 2004 R GRUPO COBREPAMPA SAC 100 21

010164204 Virgen del Carmen 2004 Q GRUPO COBREPAMPA SAC 100 28

010087805 Virgen del Carmen 2005 A GRUPO COBREPAMPA SAC 100 89

010142605 Virgen del Carmen 2005 B GRUPO COBREPAMPA SAC 100 76

10000226Y01 Acari Trigesimo GRUPO COBREPAMPA SAC 100 58

10000211Y01 Acari Decimo Quinto GRUPO COBREPAMPA SAC 100 1,000

010351706 Virgen del Carmen 2006 D GRUPO COBREPAMPA SAC 100 997

010102504 Virgen del Carmen I 2004 KORISUMAQ SAC 100 117

010139104 Virgen del Carmen 2004 A KORISUMAQ SAC 100 800

010164804 Virgen del Carmen 2004 H KORISUMAQ SAC 100 1

010164004 Virgen del Carmen 2004 L KORISUMAQ SAC 100 10

010163804 Virgen del Carmen 2004 M KORISUMAQ SAC 100 6

010163904 Virgen del Carmen 2004 N KORISUMAQ SAC 100 9

010277904 Virgen del Carmen 2004 S KORISUMAQ SAC 100 10

010277804 Virgen del Carmen 2004 T KORISUMAQ SAC 100 44

010199506 Virgen del Carmen 2006 A KORISUMAQ SAC 100 999

010341005 Virgen del Carmen 2005 C COMPANIA MINERA COMBREPAMPA SAC 100 399

010138807 Virgen del Carmen 2007 A COMPANIA MINERA COMBREPAMPA SAC 100 251

010297908 Mina Campana COMPANIA MINERA COMBREPAMPA SAC 100 300

10005193X01 LA PURISIMA NO 41 EMPRESA MINERA COBREPAMPA SAC 100 2

1000194Y01 LA PURISIMA NUMERO DOS EMPRESA MINERA COBREPAMPA SAC 100 180

10000274Y01 LA PURISIMA NUMERO DOS E EMPRESA MINERA COBREPAMPA SAC 100 18

10000277Y01 LA PURISIMA NUMERO DOS F EMPRESA MINERA COBREPAMPA SAC 100 2

10000281Y01 LA PURISIMA NUMERO DOS G EMPRESA MINERA COBREPAMPA SAC 100 2

100001888X01 LA PURISIMA NUMERO DOS H EMPRESA MINERA COBREPAMPA SAC 100 9

10000276Y01 LA PURISIMA NUMERO DOS I EMPRESA MINERA COBREPAMPA SAC 100 2

100001890X01 LA PURISIMA NUMERO DOS J EMPRESA MINERA COBREPAMPA SAC 100 64

10000193Y01 LA PURISIMA NUMERO TRES EMPRESA MINERA COBREPAMPA SAC 100 70

10000828X01 MARIA DEL CARMEN EMPRESA MINERA COBREPAMPA SAC 100 36

010127106 Virgen del Carmen 2004P DERIVADOS Y CONCENTRADOS SAC 100 100

010485706 Don Tomasito de Acari DERIVADOS Y CONCENTRADOS SAC 100 891

P540000110 San Santiago de Acari DERIVADOS Y CONCENTRADOS SAC 100 37

010227901 Don Ivan 31 N-1 DERIVADOS Y CONCENTRADOS SAC 100 10

010142796 RETORNO I MUNDO PERU GOLD SAC 100 200

010147196 RETORNO II MUNDO MINERALES SAC 100 400

010221096 RETORNO III MUNDO PERU GOLD SAC 100 800

010265696 RETORNO V MUNDO PERU GOLD SAC 100 764

010265596 RETORNO IV MUNDO MINERALES SAC 100 500

010375996 RETORNO VI MUNDO MINERALES SAC 100 200

010232798 RETORNO VII MUNDO MINERALES SAC 100 500

010133999 RETORNO VIII MUNDO MINERALES SAC 100 700

010042602 SUSTITUCION IV MUNDO MINERALES SAC 100 500

010249098 SUSTITUCION MUNDO MINERALES SAC 100 400

For

per

sona

l use

onl

y

Minera Gold Limited

Country Code Name Holder Beneficial

% Area (ha)

10028003 SUSTITUCION V MUNDO MINERALES SAC 100 500

010935395 TUMI III MUNDO MINERALES SAC 100 1000

010935195 TUMI I MUNDO MINERALES SAC 100 415

010118701 RETORNO X MUNDO MINERALES SAC 100 200

010193402 RETORNO XIV MUNDO MINERALES SAC 100 500

010116000 RETORNO IX MUNDO MINERALES SAC 100 288

010036005 RETORNO XV MUNDO MINERALES SAC 100 500

010358807 RETORNO XXV MUNDO MINERALES SAC 100 200

010603307 RETORNO XXVI GOLDEN EMPIRE SAC 100 300

010256408 RETORNO XXVII MUNDO MINERALES SAC 100 200

010358707 RETORNO XX MUNDO MINERALES SAC 100 100

010126510 RETORNO XXVIII GOLDEN EMPIRE SAC 100 100

010179310 RETORNO XXIX GOLDEN EMPIRE SAC 100 200

010193910 RETORNO XXX 2010 GOLDEN EMPIRE SAC 100 200

010015811 RETORNO XXXI 2011 GOLDEN EMPIRE SAC 100 600

010015711 RETORNO XXXII 2011 GOLDEN EMPIRE SAC 100 1000

010015611 RETORNO XXXIII 2011 GOLDEN EMPIRE SAC 100 700

010188811 RETORNO XXXIV 2011 GOLDEN EMPIRE SAC 100 1000

010188911 RETORNO XXXV 2011 GOLDEN EMPIRE SAC 100 900

010189011 RETORNO XXXVI 2011 GOLDEN EMPIRE SAC 100 900

010189111 RETORNO XXXVII 2011 GOLDEN EMPIRE SAC 100 600

010189211 RETORNO XXXVIII 2011 GOLDEN EMPIRE SAC 100 800

010603307 RETORNO XXVI GOLDEN EMPIRE SAC 100 300

Brazil 830.719/1982 ENGENHO D' ÁGUA MUNDO MINERAÇÃO LTDA. 75% 1 711

830.156/2009 NOT YET NAMED MUNDO MINERAÇÃO LTDA. 75% 1 644

Notes:

1. Mineralis Ltd earning 60% interest

Mining tenements acquired during the quarter:

Country Code Name Holder Beneficial

% Area (ha)

Peru 010164704 Virgen del Carmen 2004 J GRUPO COBREPAMPA SAC 100 5

010278004 Virgen del Carmen 2004 R GRUPO COBREPAMPA SAC 100 21

010164204 Virgen del Carmen 2004 Q GRUPO COBREPAMPA SAC 100 28

010087805 Virgen del Carmen 2005 A GRUPO COBREPAMPA SAC 100 89

010142605 Virgen del Carmen 2005 B GRUPO COBREPAMPA SAC 100 76

10000226Y01 Acari Trigesimo GRUPO COBREPAMPA SAC 100 58

10000211Y01 Acari Decimo Quinto GRUPO COBREPAMPA SAC 100 1,000

010351706 Virgen del Carmen 2006 D GRUPO COBREPAMPA SAC 100 997

010102504 Virgen del Carmen I 2004 KORISUMAQ SAC 100 117

010139104 Virgen del Carmen 2004 A KORISUMAQ SAC 100 800

010164804 Virgen del Carmen 2004 H KORISUMAQ SAC 100 1

010164004 Virgen del Carmen 2004 L KORISUMAQ SAC 100 10

010163804 Virgen del Carmen 2004 M KORISUMAQ SAC 100 6

010163904 Virgen del Carmen 2004 N KORISUMAQ SAC 100 9

010277904 Virgen del Carmen 2004 S KORISUMAQ SAC 100 10

010277804 Virgen del Carmen 2004 T KORISUMAQ SAC 100 44

010199506 Virgen del Carmen 2006 A KORISUMAQ SAC 100 999

010341005 Virgen del Carmen 2005 C COMPANIA MINERA COMBREPAMPA SAC 100 399

For

per

sona

l use

onl

y

Minera Gold Limited

Country Code Name Holder Beneficial

% Area (ha)

010138807 Virgen del Carmen 2007 A COMPANIA MINERA COMBREPAMPA SAC 100 251

010297908 Mina Campana COMPANIA MINERA COMBREPAMPA SAC 100 300

10005193X01 LA PURISIMA NO 41 EMPRESA MINERA COBREPAMPA SAC 100 2

1000194Y01 LA PURISIMA NUMERO DOS EMPRESA MINERA COBREPAMPA SAC 100 180

10000274Y01 LA PURISIMA NUMERO DOS E EMPRESA MINERA COBREPAMPA SAC 100 18

10000277Y01 LA PURISIMA NUMERO DOS F EMPRESA MINERA COBREPAMPA SAC 100 2

10000281Y01 LA PURISIMA NUMERO DOS G EMPRESA MINERA COBREPAMPA SAC 100 2

100001888X01 LA PURISIMA NUMERO DOS H EMPRESA MINERA COBREPAMPA SAC 100 9

10000276Y01 LA PURISIMA NUMERO DOS I EMPRESA MINERA COBREPAMPA SAC 100 2

100001890X01 LA PURISIMA NUMERO DOS J EMPRESA MINERA COBREPAMPA SAC 100 64

10000193Y01 LA PURISIMA NUMERO TRES EMPRESA MINERA COBREPAMPA SAC 100 70

10000828X01 MARIA DEL CARMEN EMPRESA MINERA COBREPAMPA SAC 100 36

010127106 Virgen del Carmen 2004P DERIVADOS Y CONCENTRADOS SAC 100 100

010485706 Don Tomasito de Acari DERIVADOS Y CONCENTRADOS SAC 100 891

P540000110 San Santiago de Acari DERIVADOS Y CONCENTRADOS SAC 100 37

010227901 Don Ivan 31 N-1 DERIVADOS Y CONCENTRADOS SAC 100 10

Mining tenements held disposed of during the quarter: Nil.

Beneficial percentage interests held in farm-out arrangements at the end of the quarter: Farm-in Agreements Nil. Farm-out Agreements MIZ has an agreement with Mineralis Ltd who are earning a 60% interest in Mundo Mineração Ltda via expenditure of AUD $4.5 million. As at the date of this report, AUD $1.3 million has been spent earning them a 25% interest.

Beneficial percentage interests in farm-in or farm-out agreements acquired or disposed of during the quarter: Nil.

For

per

sona

l use

onl

y