ASX Release 29 July 2016

JUNE 2016 QUARTERLY ACTIVITIES REPORT

Mantle Mining Corporation Limited (ASX: MNM, Mantle or the Company) is pleased to provide the following update on its activities for the quarter ended 30 June 2016.

Highlights:

• A major strengthening of the Board has been undertaken and key management restructured and streamlined to most effectively support operations,

• Norton Gold Mine development activities have been substantially advanced;

  • A Bulk sampling program was completed and detailed definition and engineering design for process plant specification advanced,

  • Site services, offices, ablutions and other essential site infrastructure mobilised,

  • Engineering design for Water Storage Facility (WSF) and Tails Storage Facility (TSF) initiated along with major hazard management system development.

• Morning Star Gold NL acquisition has been completed, first payments made, and the site taken over. Major activities commenced to return the mine to "production ready";

  • Mine redevelopment plans have been detailed out and site works advanced,

  • A detailed geologic database has been developed and 3D modelling is ongoing focussing on "Whole of Mine" for Resource base update with specific definition of, and focus on, the first target mining area - Donaldsons zone.

Mantle's Managing Director, Ian Kraemer, noted;

"The last 3 months have been an extremely exciting time for the Company. The Board has been substantially strengthened and senior management reorganised and streamlined to provide efficient and effective corporate services in support of our progress toward gold production."

"Final process plant definition design and pre-construction activities have been accelerated at the Norton Gold Mine, the Morning Star mine acquisition process completed and the first two payments made. The Morning Star mine site has been taken over and detailed plans initiated with site works ongoing to progressively bring this major opportunity back into gold production."

Strengthening the Board:

In preparation for Mantle's emergence as Australia's newest gold producer a number of improvements to Mantle's organisational structure have occurred in the last quarter. Three new board members have been appointed. The Company welcomes Mr Robert Barraket as Non- Executive Chairman, Dr Richard Valenta as Executive Director and Mr Ian King as Non-Executive Director, to the Board:

• Mr Barraket is the Chairman of Barraket Stanton Lawyers in Sydney and has more than 50 years' experience, particularly with international and Australian mining and mineral exploration companies. Mr Barraket is also the Chairman of Pacific Rim miner and explorer Axiom Mining Limited.

• Dr Valenta is the former Managing Director of Chesser Resources and an experienced gold mining executive. He has over 30 years' experience in Australia and internationally including key roles in the discovery and advancement toward production of a number of significant gold projects. Dr Valenta holds a PhD from Monash University.

• Mr King is a Founding Director of Sydney-based boutique corporate advisory business, BBB Capital. He has more than 25 years' experience in investment banking and corporate advisory services across a broad range of sectors including mining and resources.

  After having served as Founding Chairman and Director of the Company, Mr Martin Blakeman and Mr Stephen de Belle respectively, have resigned from the Board. The Board thanks Mr Blakeman and Mr de Belle for their valuable contributions during their time in office and wishes them well in their future endeavours.

  Norton Gold Mine Development:

  During the quarter, important progress was made towards restarting Norton Gold Mine, including:

• Completion of a bulk sampling program which included crushing, screening and sampling for analysis on site - refer to ASX release dated 24 May 2016;

• Ore sorter trials completed and gravity circuit trials in progress ahead of final process flowchart definition and detailed engineering design;

• Road construction works, Site Administration area cleared, earthworks undertaken, Site offices and ablutions block acquired and located on site with further construction activities in progress along with preparation of first mining areas commenced (Pictures 1 and 2);

• Hydrogeologic and Dam wall Engineering Design underway for Tailings Storage Facility (TSF) and Water Storage Facility (WSF) to allow accelerated construction of TSF and WSF.

• Security fencing around the Mining Lease (ML) commenced and preparations for processing plant pad construction underway.

  Picture 1: Site administration area construction. Picture 2: Never Never pit preliminary earthwork

  Morning Star Gold NL Acquisition:

  In August 2015, the Company agreed terms with the relevant parties to acquire, subject to shareholder approval, a 95% shareholding interest in Morning Star Gold NL. During the quarter, important steps were made to secure the acquisition:

• At a meeting on 29 April 2016 in Sydney, the shareholders of Morning Star NL approved the acquisition of a 95% interest in their company by Mantle;

• The first payment for the acquisition was made on 10 May 2016;

• The second payment of $1 million was made on 1 July 2016;

• The balance of the acquisition payments of $1 million each are payable on 31 October 2016 and 28 February 2017.

  Morning Star Gold Mine Development:

  Progress towards bringing the mine to a "production ready" status is steadily being made, while Mantle's position in the area has been consolidated with the application for a new Exploration Licence (EL):

• Bringing existing infrastructure into compliance with environmental and statutory requirements;

• Work on data review, new database and new models of the upper level reefs is continuing;

• Preparation for a whole-of-mine Risk Management and Safety Management Review by an external consultant has commenced;

• Rehabilitation of surface services underway;

• Definition of required metallurgical test work for processing plant modification is underway.

After the end of the Quarter, refer to ASX release dated 6 July 2016, the Company announced that it had submitted an application for a major exploration licence over the remaining northern extent of the gold field. The application has been accepted by the relevant authority with no competing applicants (Figures 1 and 2)

Figure 1: MCO Tenements.

Figure 2: New Exploration Licence Application area.