Appendix 5B

Berkeley Resources Limited
30 October 2007

                                                                        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
  BERKELEY RESOURCES LIMITED


ABN                                                              Quarter ended ('current quarter')
  40 052 468 569                                                   30 September 2007



Consolidated statement of cash flows

                                                                Current quarter              Year to date
Cash flows related to operating activities                               $A'000                (3 months)

                                                                                                   $A'000
1.1    Receipts from product sales and related                                -                         -
       debtors

1.2    Payments for      (a)  exploration and                            (1,882)                   (1,882)
       evaluation        (b)  development                                     -                         -
                         (c)  production                                      -                         -
                         (d)  administration                               (380)                     (380)
1.3    Dividends received                                                     -                         -
1.4    Interest and other items of a similar nature
       received                                                             387                       387
1.5    Interest and other costs of finance paid                               -                         -
1.6    Income taxes paid                                                      -                         -
1.7    Other
       - Business development                                              (36)                      (36)

       Net Operating Cash Flows                                         (1,911)                   (1,911)


       Cash flows related to investing activities

1.8    Payment for purchases of:

                               (a)prospects                                   -                         -
                               (b)equity                                      -                         -
                                  investments
                               (c) other fixed                             (108)                     (108)
                                   assets
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                                                                  -                         -


       Net investing cash flows                                           (108)                      (108)
1.13   Total operating and investing cash flows
       (carried forward)                                                (2,019)                    (2,019)

1.13    Total operating and investing cash flows (brought
        forward)                                                        (2,019)                    (2,019)


        Cash flows related to financing activities


1.14    Proceeds from issues of shares, options, etc.                          450                      450
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
        - capital raising expenses                                             (31)                     (31)
        Net financing cash flows                                               419                      419

        Net increase (decrease) in cash held                               (1,600)                  (1,600)

1.20    Cash at beginning of quarter/year to date                           25,536                   25,536
1.21    Exchange rate adjustments to item 1.20                                   -                        -
1.22    Cash at end of quarter                                              23,936                   23,936

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                         181

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

1.25      Explanation necessary for an understanding of the transactions
          Payments include executive remuneration, superannuation, directors' fees and consulting
          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
         Not applicable

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




Financing facilities available

Add notes as necessary for an understanding of the position.


                                                                   Amount available              Amount used

                                                                             $A'000                   $A'000
3.1     Loan facilities                                                           -                        -
3.2     Credit standby arrangements                                               -                        -


Estimated cash outflows for next quarter

                                                                                                      $A'000
4.1   Exploration and evaluation                                                                       2,900
4.2   Development                                                                                          -
      Total                                                                                            2,900

Reconciliation of cash

Reconciliation of cash at the end of the quarter (as           Current quarter           Previous quarter
shown in the consolidated statement of cash flows)
to the related items in the accounts is as follows.                     $A'000                     $A'000
5.1   Cash on hand and at bank                                           1,463                      1,470
5.2   Deposits at call                                                  22,473                     24,066
5.3   Bank overdraft                                                         -                          -
5.4   Other (provide details)                                                -                          -
      Total: cash at end of quarter (item 1.22)                         23,936                     25,536



Changes in interests in mining tenements


                                            Tenement         Nature of interest   Interest at  Interest at
                                           reference                             beginning of       end of
                                                                     (note (2))       quarter      quarter
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.
                                  Total number      Number quoted    Issue price per     Amount paid up per
                                                                  security (see note  security (see note 3)
                                                                          3) (cents)                (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        103,591,695        103,591,695     Not Applicable         Not Applicable
7.4    Changes during
       quarter

       (a)  Increases
       through issues       2,000,000 Shares   2,000,000 Shares
                            from exercise of   from exercise of
       (b)  Decreases       Director Options   Director Options
       through returns of   on 30 September    on 30 September
       capital, buy-backs   2007 (issued on 4  2007 (issued on 4
                            October 2007)      October 2007)
7.5    +Convertible debt
       securities
7.6    Changes during
       quarter

       (a)  Increases
       through issues

       (b)  Decreases
       through securities
       matured, converted
7.7    Options                                                        Exercise price            Expiry date
       -Director Options                     -                  -            various      30 September 2007
       -Unlisted Options            10,600,000                  -              $0.70          30 April 2010
       -Incentive Options            2,250,000                  -              $1.00       30 November 2008
       -Employee Options             2,970,000                  -              $1.86          5 August 2011
7.8    Issued during                 2,970,000                  -              $1.86          5 August 2011
       quarter
7.9    Exercised during
       quarter
       -Director Options
                                     1,000,000                  -              $0.20      30 September 2007
                                     1,000,000                  -              $0.25      30 September 2007
7.10   Expired during                        -                  -                  -                      -
       quarter

7.11   Debentures

       (totals only)
7.12   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 4).



2          This statement does /* (delete one) give a true and
fair view of the matters disclosed.







Sign here:          ............................................................
            Date:  30 October 2007
                   Company secretary)



Print name:       CLINT MCGHIE



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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