Quarterly Report to 31 Dec 04

Roc Oil Company Limited
31 January 2005




                            ROC OIL COMPANY LIMITED
                              (ABN 32 075 965 856)
                             REPORT TO SHAREHOLDERS
                Activities for the Quarter Ended 31 December 2004
 

SUMMARY

The period reviewed was characterised by very high levels of operational
activities and some very far reaching asset and corporate transactions. With
thousands of square kilometres of 3D seismic acquired and 10 wells drilled,
exploration and appraisal activity was at record levels, as were pre-development
and development activities which related to six fields in four different
countries - UK (North Sea), Mauritania, Australia and China.
On the transactional front, the very profitable sale of Saltfleetby Gas Field,
the acquisition of an option to acquire up to 26% over the 8,000 BOPD Ardmore
Field and a 9.9 million share placement at a premium to market have repositioned
the Company in many ways, not least of which related to ROC's net cash position
at 27 January of approximately A$190 million.

--------------------------------------------------------------------------------

HIGHLIGHTS

Production 2,800 BOEPD                Similar to the previous quarter, but down
                                      38% on the corresponding quarter in 2003,
                                      consistent with long term production
                                      decline in the Saltfleetby Gas Field.

Sales Revenue $11.3 million           Up 40% on previous quarter, but down 25%
                                      on the corresponding quarter in 2003.
                                      Sales revenue was up primarily because of
                                      higher seasonal gas prices in UK. Note,
                                      this is the last quarter of production and
                                      sales revenue from the Saltfleetby Gas
                                      Field.

Saltfleetby Gas Field Sale            Sold for £44 million. Profit after tax of
                                      at least $72 million.

Ardmore Oil Field Acquisition         Executed agreements providing ROC with
                                      option to acquire up to 26% of producing
                                      Ardmore Oil Field, UK North Sea.

Cliff Head Oil Field Development      FEED completed, major contracts tendered,
                                      FID scheduled for February 2005. Costs up
                                      20% to 25% on FEED estimates based on firm
                                      contract tenders.

Chinguetti Oil Field Development      Development activities continue.
                                      Development drilling recommenced in
                                      December 2004 and is scheduled to be
                                      completed in mid 2005.

Tevet Discovery                       New field discovery offshore Mauritania.

Tiof Appraisal                        Up to end January 2005, 4 appraisal wells
                                      were drilled on the Tiof Oil Field,
                                      offshore Mauritania.

Angola PSA activated                  Agreement with Sonangol to trigger the
                                      Production Sharing Agreement for the
                                      Cabinda South Block, Onshore Angola.

Pre-development activities on         Engineering work continued ahead of
Wei 12-8-west, China and Blane        planned mid-2005 development decisions for
and Enoch, UK North Sea               Wei 12-8-west, Blane and Enoch. First oil
                                      potential in 2007 for Wei 12-8-west and
                                      late 2006 for Blane and Enoch.

ROC's cash balance $190 million       Following the share placement and closing
                                      of the Saltfleetby sale, ROC's cash
                                      balance is approximately $190 million.

Subsequent Events                     On 21 January 2005, ROC closed the sale of
                                      the Saltfleetby Gas Field for £44 million.

                                      On 27 January 2005, 9.9 million shares
                                      (5.3% of the issued capital) were issued
                                      at $2.00 per share to two European-based
                                      institutions.

                                      The Errington-1 exploration well
                                      discovered tight gas saturated sands that
                                      merit further review.


                      QUARTERLY REPORT - 31 DECEMBER 2004

CONTENTS

SUMMARY                                                                  Page
1. CEO'S REPORT.                                                            4
2. STATISTICS.                                                              5
2.1 Production.                                                             5
2.2 Sales Revenue (Unaudited)                                               5
2.3 Expenditure (Unaudited)                                                 5
2.4 Exploration & Appraisal Drilling.                                       6
2.5 Seismic.                                                                7

3. PRODUCTION.                                                              7
3.1 Gas Production.                                                         7
3.2 Oil and Condensate Production.                                          7
3.3 Sales Revenue.                                                          7

4. DEVELOPMENT.                                                             8
4.1 UK.                                                                     8
4.2 Australia.                                                              8
4.3 Mauritania - Chinguetti Oil & Gas Field (ROC: 3.25%)                    8
4.4 China - Beibu Gulf Block 22/12 (ROC: 40% and Operator)                  9

5. EXPLORATION AND APPRAISAL.                                               9
5.1 Australia (ROC: Generally 37.5% And Operator)                           9
5.2 New Zealand - Pep 38767, Taranaki Basin (ROC: 40% And Operator)         9
5.3 UK.                                                                     9
5.4 West Africa.                                                           10
5.5 China - Beibu Block 22/12 (ROC: 40% And Operator)                      11

6. ASSET ACQUISITIONS & DIVESTMENTS.                                       11
6.1 UK Onshore - Saltfleetby Gas Field (ROC: 100% And Operator)            11
6.2 UK North Sea - Ardmore Oil Field (ROC: 26% Option)                     11
6.3 Mauritania - Chinguetti Exploitation Area, PSC Area B (ROC: 3.25%)     12
6.4 Mauritania - Block 7 (ROC: 5.5%)                                       12
6.5 Equatorial Guinea - Block H (ROC: 18.75%)                              12
6.6 Angola - Cabinda South Block (ROC: 60% And Operator)                   12

7. CORPORATE.                                                              12
7.1. Gas Price Hedging.                                                    12
7.2 Website.                                                               12

8. POST-QUARTER EVENTS.                                                    13
8.1 Sale of Saltfleetby Gas Field.                                         13
8.2 Mauritania.                                                            13
8.3 Cliff Head Capital Costs.                                              13
8.4 Placement                                                              13
8.5 Errington-1, Tight Gas Discovery.                                      13
8.6 Transition Zone Seismic, Offshore Western Australia.                   13


1. CEO'S REPORT

A company only sells its main asset when it has a view that more production will
be cost efficiently acquired and/or developed within the next 12-18 months and
the purchase price offered is very compelling.

That was the background to the sale of the Saltfleetby Gas Field. That sale,
together with the acquisition of an option over the producing Ardmore Oil Field
and a US$15 million placement of shares at a premium to market has provided the
Company with a new centre of gravity and a broader strategic outlook.
Over the last 5 years, Saltfleetby has been a wonderful asset; a prodigious and
reliable supplier of cash that, almost single handedly, fuelled ROC's expansion
into West Africa, China, Australia and New Zealand.

In this context, most of the Company's current crop of global exploration,
appraisal and development projects have their origins below the flat fields of
Lincolnshire - a truly 'sensibly contrary' thought!

Now, with a cash position which is even stronger than before, ROC is well placed
to move forward on several fronts within and beyond its current portfolio. While
this may appear an exciting time it is also a time for very careful thought
before the deployment of funds, because as the industry and market continue on
their upbeat courses, bad deals are much easier to find.

Whether or not the Ardmore Option proves to be a good or a bad deal will be
largely determined by the results of the next workover to be undertaken in
February and the next well which will be drilled over the next few months. If
Ardmore 'works' it will go a long way towards replacing Saltfleetby reserves and
production. If it doesn't 'work' it will have absorbed less than 10% of the
Saltfleetby sale price. Either way, the Ardmore transaction has already
signalled to the relevant parts of the industry that ROC has the ability and
appetite to move very quickly on complex transactions provided that they meet
the Company's fundamental investment criteria.

While the report period has witnessed some key transactions, the Company's
operational activities have soared to record levels of seismic, drilling,
pre-development studies and development projects, which is consistent with ROC's
organic growth strategy.

The Errington-1 tight gas discovery will be subject to further evaluation as
part of ROC's emerging tight gas sand strategy for onshore UK which will also
include the Cloughton well in Yorkshire. As with the Ardmore Option, if ROC's
tight gas strategy 'works' it will go a long way towards replacing the
Saltfleetby reserves. If it doesn't 'work' ROC's total investment in the project
will be less than 5% of the Saltfleetby sale proceeds.

Finally, on a more sombre note, the worldwide increase in contractor costs and
materials hit the potential Cliff Head Oil Field development in January 2005
with a 20% to 25% increase in estimated capex. As a result the project economics
have been bruised. Fortunately oil prices have also headed in the same upward
direction as capex, which is not entirely coincidental. The net effect is that
the project remains within ROC's funding ability and the field's economic
viability remains essentially intact. However, the Cliff Head-5 'pathfinder'
well which is due to be drilled in February 2005 has become more significant in
mitigating risk than was originally envisaged when the well was proposed last
year. A 'bad' result at CH-5 won't necessarily kill the project but it would
send parts of it back to the drawing board for fundamental revision with
associated delay. A 'good' result at CH-5 is expected to lead to a Final
Investment Decision by end February 2005 and first oil in 1Q2006.
These are the considerations that ensure that, despite its relatively high
profile transactions during the review period, ROC remains firmly focused on
operations.

2. STATISTICS

2.1 Production

+-------------------------------+--------------+-------------+------------+
|OIL AND NGLS (BBL)             |September '04 |December '04 |Change      |
|                               |   Quarter    |   Quarter   |            |
+-------------------------------+--------------+-------------+------------+
|UK - Onshore Oil (Keddington)  |         2,707|        3,815|        +41%|
|                               |              |             |            |
+-------------------------------+--------------+-------------+------------+
|UK - Onshore NGL (Saltfleetby) |        22,460|       22,324|         -1%|
|                               |              |             |            |
+-------------------------------+--------------+-------------+------------+
|Australia - Onshore Oil        |           419|          735|         75%|
|(Jingemia)                     |              |             |            |
|                               |              |             |            |
+-------------------------------+--------------+-------------+------------+

+-------------------------------+-------------+-------------+------------+
|GAS (MCF)                      |             |             |            |
|                               |             |             |            |
+-------------------------------+-------------+-------------+------------+
|UK - Onshore (Saltfleetby)     |    1,359,480|    1,388,590|         +2%|
+-------------------------------+-------------+-------------+------------+

+-------------------------------+-------------+-------------+------------+
|TOTAL PRODUCTION (BOEPD)       |        2,741|        2,808|          2%|
+-------------------------------+-------------+-------------+------------+
2.2 Sales Revenue (Unaudited)
+-------------------------------+--------------+-------------+------------+
|                               |September '04 |December '04 |   Change   |
|                               |   Quarter    |   Quarter   |            |
|                               |    $'000     |    $'000    |            |
+-------------------------------+--------------+-------------+------------+
|UK Oil and NGLs                |           954|          990|          4%|
+-------------------------------+--------------+-------------+------------+
|UK Gas                         |         7,072|       10,234|         45%|
+-------------------------------+--------------+-------------+------------+
|Australian Oil                 |            19|           37|         95%|
|                               |              |             |            |
+-------------------------------+--------------+-------------+------------+
|Total                          |         8,045|       11,261|         40%|
|                               |              |             |            |
+-------------------------------+--------------+-------------+------------+

Sales revenue was up 40% from the previous quarter due mainly to higher seasonal
gas prices in the UK. Revenue from oil and NGLs increased 6% due to increased
production in both Australia and the UK.

2.3 Expenditure (Unaudited)
+--------------------------------+---------------------+---------------------+
|                                |    September '04    |    December '04     |
|                                |       Quarter       |       Quarter       |
|                                |$'000                |        $'000        |
+--------------------------------+---------------------+---------------------+
|Exploration                     |                     |                     |
|                                |                     |                     |
+--------------------------------+---------------------+---------------------+
|Australia/NZ                    |                1,511|                4,231|
+--------------------------------+---------------------+---------------------+
|UK                              |                1,195|                4,827|
+--------------------------------+---------------------+---------------------+
|Other International             |                2,370|               13,023|
+--------------------------------+---------------------+---------------------+
|Development                     |                     |                     |
+--------------------------------+---------------------+---------------------+
|UK                              |                  340|                  542|
+--------------------------------+---------------------+---------------------+
|Other International             |                2,721|                3,787|
+--------------------------------+---------------------+---------------------+
|Total                           |                8,137|               26,410|
|                                |                     |                     |
+--------------------------------+---------------------+---------------------+

Exploration expenditure for the quarter included Mauritania ($6.4m), Angola
($6.6m, which included provision for ROC's $5.8 m share of the signature bonus
payable under the PSA), UK ($4.8m) New Zealand ($1.0m) and Australia ($3.2m).
Included in Australian exploration expenditure are FEED costs of $1.3m related
to the Cliff Head Oil Field.

Developments expenditure for the quarter predominantly comprises costs related
to the Chinguetti development, offshore Mauritania and predevelopment
expenditures in relation to the Blane and Enoch in the UK North Sea.
2.4 Exploration & Appraisal Drilling

+-----------+------------+----------+---------------+------------------------+
| Category  |    Well    | Location |   Operator    |   Comment at End of    |
|           | % Interest |          |               |        Quarter         |
+-----------+------------+----------+---------------+------------------------+
|Exploration|Dorade-1    |PSC Area  |Woodside       |The well was plugged and|
|           |3.2%        |C, Block  |Mauritania Pty |abandoned as a dry hole.|
|           |            |2,        |Ltd            |                        |
|           |            |Mauritania|               |                        |
+-----------+------------+----------+---------------+------------------------+
|Exploration|Capitaine-1A|PSC Area  |Woodside       |The well was drilled to |
|           |3.693%      |B,        |Mauritania Pty |a Total Depth of 3,130m |
|           |            |Mauritania|Ltd            |and was plugged and     |
|           |            |          |               |abandoned as a dry hole.|
+-----------+------------+----------+---------------+------------------------+
|Exploration|Tevet-1     |PSC Area  |Woodside       |The well encountered a  |
|           |3.693%      |B,        |Mauritania Pty |gross gas column of 70m,|
|           |            |Mauritania|Ltd            |a gross oil column of   |
|           |            |          |               |44m and was plugged and |
|           |            |          |               |abandoned as planned.   |
+-----------+------------+----------+---------------+------------------------+
|Appraisal  |Tiof-4      |PSC Area  |Woodside       |The well was drilled to |
|           |3.693%      |B,        |Mauritania Pty |a Total Depth of 2,908m |
|           |            |Mauritania|Ltd            |encountering a gross oil|
|           |            |          |               |column on 113m. The well|
|           |            |          |               |was plugged and         |
|           |            |          |               |abandoned as planned.   |
+-----------+------------+----------+---------------+------------------------+
|Appraisal  |Tiof-3, ST1,|PSC Area  |Woodside       |Production test data    |
|           |ST2         |B,        |Mauritania Pty |from the well was       |
|           |3.693%      |Mauritania|Ltd            |limited to various      |
|           |            |          |               |samples and pressure    |
|           |            |          |               |measurements due to     |
|           |            |          |               |operation difficulties. |
|           |            |          |               |The well was suspended  |
|           |            |          |               |as a potential future   |
|           |            |          |               |development well.       |
+-----------+------------+----------+---------------+------------------------+
|Exploration|Errington-1,|PEDL-028, |Roc Oil (GB)   |After Quarter-end       |
|           |100%        |Onshore UK|Ltd            |wireline logging was    |
|           |            |          |               |completed. Wireline log |
|           |            |          |               |interpretation indicates|
|           |            |          |               |gas saturated tight     |
|           |            |          |               |sands over a gross      |
|           |            |          |               |vertical interval of    |
|           |            |          |               |approximately 135m of   |
|           |            |          |               |which approximately 100m|
|           |            |          |               |represents net sand. The|
|           |            |          |               |well was suspended as a |
|           |            |          |               |tight gas discovery.    |
+-----------+------------+----------+---------------+------------------------+
|Exploration|Merou-1,    |PSC Area  |Woodside       |The well was drilled to |
|           |3.693%      |B,        |Mauritania Pty |a Total Depth of 3,060m |
|           |            |Mauritania|Ltd            |encountering gas shows  |
|           |            |          |               |interpreted to be sub   |
|           |            |          |               |commercial. The well was|
|           |            |          |               |plugged and abandoned.  |
+-----------+------------+----------+---------------+------------------------+
|Appraisal  |Tiof-5,     |PSC Area  |Woodside       |The well was drilled to |
|           |3.693%      |B,        |Mauritania Pty |a Total Depth of 3,010m |
|           |            |Mauritania|Ltd            |encountering a gross oil|
|           |            |          |               |column of 23m. The well |
|           |            |          |               |was plugged and         |
|           |            |          |               |abandoned as planned.   |
+-----------+------------+----------+---------------+------------------------+
|Exploration|Fiddich-1   |WA-226-P, |Origin Energy  |The well was drilled to |
|           |7.5%        |Australia |Developments   |a Total Depth of 1341m  |
|           |            |          |Pty Ltd        |without encountering    |
|           |            |          |               |significant hydrocarbons|
|           |            |          |               |shows and was plugged   |
|           |            |          |               |and abandoned.          |
+-----------+------------+----------+---------------+------------------------+
|Appraisal  |Tiof-6,     |PSC Area  |Woodside       |After Quarter-end the   |
|           |3.693%      |B,        |Mauritania Pty |well was drilled to a   |
|           |            |Mauritania|Ltd            |total depth of 2,963m.  |
|           |            |          |               |Preliminary             |
|           |            |          |               |interpretations of logs |
|           |            |          |               |suggest the well        |
|           |            |          |               |intersected oil over a  |
|           |            |          |               |gross interval of       |
|           |            |          |               |approximately 124m.     |
+-----------+------------+----------+---------------+------------------------+

2.5 Seismic

+---------+-------------+--------------+---------+----------+---------------+
|  Type   |  Location   |   Operator   |    %    |   Size   |Comment at End |
|         |             |              |Interest |          |  of Quarter   |
+---------+-------------+--------------+---------+----------+---------------+
|   3D    |PSC Area D,  |Dana Petroleum|  2.0%   |1,816 km2 |Completed.     |
|         |Block 8,     |(E&P) Limited |         |          |               |
|         |Mauritania   |              |         |          |               |
+---------+-------------+--------------+---------+----------+---------------+
|   3D    |PSC Area A,  |Woodside      | 4.155%  |3,046 km2 |Completed.     |
| (Kiffa) |Mauritania   |Mauritania Pty|         |          |               |
|         |             |Ltd           |         |          |               |
+---------+-------------+--------------+---------+----------+---------------+
|   2D    |WA-349-P,    |Roc Oil (WA)  |  50.0%  | 369.4 km |Completed      |
|(Melissa)|Australia    |Pty Ltd       |         |          |               |
+---------+-------------+--------------+---------+----------+---------------+
|   2D    |WA-325-P,    |Roc Oil (WA)  |  37.5%  | 121.5 km |Completed      |
| (Fiona) |Australia    |Pty Ltd       |         |          |               |
+---------+-------------+--------------+---------+----------+---------------+
|   2D    |WA-286-P,    |Roc Oil (WA)  |  37.5%  | 169.6 km |Completed      |
| (Naomi) |Australia    |Pty Ltd       |         |          |               |
+---------+-------------+--------------+---------+----------+---------------+
|   3D    |PSC Area C,  |Woodside      |  5.0%   |3,096 km2 |At Quarter-end |
| (Atar)  |Block 6,     |Mauritania Pty|         | planned  |1,755km2       |
|         |Mauritania   |Ltd           |         |          |acquired.      |
+---------+-------------+--------------+---------+----------+---------------+
|   2D    |PEDL-127,    |Roc Oil (GB)  |  100%   |  34 km   |Completed      |
|(Norfolk)|Onshore UK   |Ltd           |         |          |               |
+---------+-------------+--------------+---------+----------+---------------+
|   3D    |PEP-38767,   |Roc Oil (NZ)  |  40.0%  |  35 km2  |Completed.     |
|(Totara) |New Zealand  |Pty Ltd       |         |          |               |
+---------+-------------+--------------+---------+----------+---------------+

3. PRODUCTION

Production for the Quarter, which averaged 2,808 BOEPD, was primarily from the
Saltfleetby Gas Field and the Keddington Oil and Gas Field, both onshore UK.
3.1 Gas Production

Total gas production for the Quarter from the Saltfleetby Gas Field was 1.4 BCF
(15.1 MMSCF/D), up 2% on the previous quarter. Gas production for the Quarter
was down 38% compared to the corresponding quarter in 2003.
3.2 Oil and Condensate Production

UK oil production for the Quarter was 3,815 BBL (41 BOPD), up 41% on the
previous quarter and down 28% on the corresponding period last year.
Condensate production for the Quarter, all from the Saltfleetby Gas Field, was
22,324 BBL (243 BCPD), down 1% on the previous quarter and down 37% on the
corresponding period last year.

Australian oil production for the Quarter was 735 BBL from the Jingemia Oil
Field.

3.3 Sales Revenue

Quarterly sales revenue was A$11.3 million, up $3.2m (40%) on the previous
quarter and down $3.8m (25%) on the corresponding quarter in 2003.
The average sales gas price received during the Quarter was 27.32 pence per
therm (approximately A$7.80 per MCF), up 44% on average sales gas prices
received during the previous quarter and up 12% on the average sales gas price
of 24.4 pence per therm received for the corresponding quarter in 2003.

4. DEVELOPMENT

4.1 UK

4.1.1 Onshore (ROC: 100% and Operator)
UK onshore development expenditure for the Quarter was less than $10,000,
related to the Keddington Oil Field.

4.1.2 North Sea (ROC: 12% - 15.2%)
UK offshore development expenditure for the Quarter was $0.5 million. Work
continued on pre-development engineering and the preparation of Field
Development Plans for the Blane Oil Field and the Enoch Oil and Gas Field which
are scheduled for completion in mid-2005.

4.2 Australia

4.2.1 Cliff Head Oil Field (ROC: 37.5% and Operator)
Significant progress was made on the Cliff Head Oil Field development during the
Quarter. Front End Engineering and Design ('FEED') was completed in October and
requests for tenders were issued and bids were received for the major
construction contracts for the project. Pre-development work continued on
detailed design and the procurement of materials and equipment, preparation of
the Field Development Plan ('FDP'), crude oil marketing and also environmental
approvals. Geological and reservoir engineering modelling were completed and a
Pre-Development Field Report and preliminary FDP were submitted to the Western
Australian Department of Industry and Resources. The Cliff Head Public
Environmental Review was approved by the WA government and was subsequently
submitted to the Federal government for approval.

During the Quarter, planning was also progressed for the drilling of the Cliff
Head-5 and Cliff Head-6 appraisal/early development wells in the southeastern
part of the field and the main horst area of the field respectively. The wells
are currently scheduled for drilling in February 2005.

In January 2005 tendered contract prices for the major contracts for the project
were received. Based on these prices the development costs for the project are
estimated to be approximately $250 million, including approximately 10%
contingency. This capex estimate is some 25% higher than the estimated cost at
the end of FEED. Increased construction costs of this order, seen throughout the
upstream petroleum industry activity levels and in all facets of the business
are close to record levels as availability of major equipment becomes tight.
A final investment decision ('FID') is scheduled to be made by the WA-286-P
Joint Venture during February 2005. First oil from the field is scheduled for
end 2005 or early 2006.

4.2.2 Jingemia Oil Field, EP-413, Perth Basin, Onshore Western Australia (ROC:
0.25%)
The field continued to produce over 3,000 BOPD on extended production testing,
prior to long-term production facilities being installed. Planning continued for
two development/ appraisal wells.

4.3 Mauritania - Chinguetti Oil & Gas Field (ROC: 3.25%)

The Chinguetti Development Project is continuing, with progress on reservoir
studies, the Development and Production plan and construction of the facilities.
The Environmental Impact Assessment for the project received formal approval
from the Mauritanian Ministry for Mines and Industry.
The drilling of Chinguetti development wells recommenced on 3 December 2004 and
is planned to continue until mid-2005.

4.4 China - Beibu Gulf Block 22/12 (ROC: 40% and Operator)

During the Quarter, the pre-feasibility study, geological modelling and
reservoir engineering modelling of the Wei 12-8-west field were completed. It is
anticipated that this project will move into a full feasibility study and the
preparation of a Development Plan during the first half of 2005.

5. EXPLORATION AND APPRAISAL

5.1 Australia (ROC: Generally 37.5% And Operator)

Australian exploration expenditure for the Quarter was $3.2 million, all of
which related to ROC's activities in the Perth Basin, Western Australia,
including work on the Cliff Head Oil Field.

Three ROC-operated 2D marine seismic acquisition surveys were completed in the
Quarter (Section 2.5). An airborne gravity survey was acquired in TP/15 (ROC:
20%), which was used to fine-tune planning for a 2D Transition Zone seismic
survey in TP/15 and WA-286-P (Section 8.5).

The Fiddich-1 well in WA-226-P (ROC: 7.5%) was drilled to a total depth of 1,341
metres without encountering significant hydrocarbon shows.

Drilling planning continued for Hadda-1 (WA-325-P, ROC: 37.5%) and Flying Foam-1
(WA-327-P, ROC: 37.5%) to be drilled by the drill ship ENSCO 56 in early 2005.

5.2 New Zealand - Pep 38767, Taranaki Basin (ROC: 40% And Operator)

Expenditure for the quarter was $1.0 million relating to the Totara 3D Seismic
Survey (Section 2.5).

5.3 UK

UK exploration expenditure for the Quarter totalled $4.8 million, the majority
of which was spent on the Errington-1 well in PEDL-028.

5.3.1 Onshore (ROC: 100% and Operator)
Activity in the Quarter focused on exploration drilling, seismic acquisition and
reprocessing, and geological studies.

Operations commenced at the Errington-1 wildcat well in PEDL-028. Subsequent to
Quarter-end log interpretations indicate the well has intersected several tight
gas sands (Section 8.5).

Acquisition of the Norfolk 2D seismic survey in PEDL-127 was completed on
29 November 2004 (Section 2.5).

5.4 West Africa

During the Quarter, ROC's total expenditure on West African projects totalled
$13.0 million, primarily associated with Mauritania ($6.3 million) and Angola
($6.6 million including provision for $5.8m signature bonus).

5.4.1 Mauritania (ROC: 2.0 - 5.5%)
Acquisition of the 3D seismic survey in PSC Area D, Block 8 (ROC: 2.0%) was
completed, with a total of 1,816 full fold square kilometres acquired.
Acquisition of the Kiffa 3D seismic survey in PSC Area A (ROC: 4.155%) was
completed, with a total of 3,046 full fold square kilometres acquired.
Acquisition of the 3,096 square kilometre Atar seismic survey in PSC Area C,
Block 6 (ROC: 5.0%) commenced on 18 November 2004 and at Quarter-end, 1,755
square kilometres had been acquired.

The 2004 exploration/appraisal drilling campaign continued, utilising two
drilling vessels, the 'West Navigator' and the 'Stena Tay'. On 3 December 2004,
the 'Stena Tay' moved to the Chinguetti development operations.
The Tevet-1 exploration well (PSC Area B, ROC: 3.693%) was drilled to a total
depth of 2,715 metres, intersecting a gross gas column of approximately 70
metres, above a gross oil column of approximately 44 metres. The well was
plugged and abandoned as an oil and gas discovery.

The Dorade-1 (PSC Area C, Block 2, ROC: 3.2%), Capitaine-1A (PSC Area B, ROC:
3.693%) and Merou-1 (PSC Area B, ROC: 3.693%) exploration wells were drilled to
total depth without encountering significant hydrocarbons (Section 2.4).
Two sidetracks were drilled and cored at Tiof-3 (PSC Area B, ROC: 3.693%).
Production test data from the Tiof-3 Sidetrack-2 well was limited to various
samples and pressure measurements due to operational difficulties. The well was
suspended as a potential future development well. The Tiof-4 appraisal well was
drilled to a total depth of 2,908 metres. Evaluation of logs, including fluid
sampling and downhole pressure measurements, established that the well
intersected a gross oil column of approximately 113 metres, containing several
individual sands of variable thickness. The well was plugged and abandoned, as
planned.

The Tiof-5 appraisal well (PSC Area B, ROC: 3.693%) was drilled to a total depth
of 3,010 metres. Preliminary evaluation of logs, including fluid sampling and
downhole pressure measurements, indicate the well intersected a gross oil column
of approximately 23 metres in several individual sands of variable thickness.
The well was plugged and abandoned as planned.

The Tiof-6 appraisal well (PSC Area B, ROC: 3.693%) was being drilled at
Quarter-end. (See Section 8.2).

For Chinguetti Field development activity, refer to Section 4.3.

5.4.2 Equatorial Guinea (ROC: 18.75%)
Activity for the Quarter focussed on post-Bravo-1 evaluation/studies, geological
and geophysical studies, and planning for the drilling of one well in 2005.
On 30 November 2004, the Joint Venture advised the Ministry of Mines, Industry
and Energy ('MMIE') of its intention to continue in to the First Renewal Period
from 3 February 2005. The renewal is a one-year exploration period with a one
well obligation (refer also to Section 6.5).

5.4.3 Angola (ROC: 60% and Operator)
ROC formally agreed with Sonangol, the national oil company of Angola, to
trigger the Production Sharing Agreement ('PSA') relating to the Cabinda South
Block, onshore Angola, with an effective date of 1 November 2004.

Planning is underway for a seismic acquisition programme for mid-2005 and a
possible drilling programme for 2006.

5.5 China - Beibu Block 22/12 (ROC: 40% And Operator)

ROC's net exploration expenditure in China was less than $50,000 for the
Quarter.

Activity focussed on geological and geophysical studies, reservoir engineering
modelling, and pre-development studies (refer also to Section 4.4). Evaluation
of the exploration potential in the Wei 6-12 area continued around the 2002 oil
discovery.

6. ASSET ACQUISITIONS & DIVESTMENTS

6.1 UK Onshore - Saltfleetby Gas Field (ROC: 100% And Operator)

On 21 December 2004, ROC announced that it had entered into agreements with a
German-Russian joint venture, WINGAS GmbH ('WINGAS'), for the sale of 100% of
the share capital of one of its wholly-owned subsidiaries, the principal asset
of which is the PEDL-005 licence which contains the Saltfleetby Gas Field,
onshore UK for a cash consideration of £44 million (A$108.5 million), subject to
effective date working capital adjustments. The net ROC after tax profit on the
transaction is expected to be at least A$72 million, which will be booked in
Financial Year 2005 (Section 8.1).

ROC will retain all its other UK assets, including 100% of the producing
Keddington Oil Field in PEDL-005 and the Errington tight gas discovery, as well
as its interests in the UK North Sea where the Blane and Enoch Fields are being
reviewed with the aim of establishing first oil production in late 2006.

6.2 UK North Sea - Ardmore Oil Field (ROC: 26% Option)

On 30 December 2004, ROC announced it had acquired an option over 26% of the
Ardmore Oil Field and surrounding acreage in the UK North Sea ('the Assets').
Under an agreement with Acorn Oil & Gas Limited, ROC has purchased the right to
acquire up to 26% of the Assets by investing £750,000 via a secured senior
ranking loan and undertaking to pay 26% of future joint venture cash calls. If
ROC chooses to exercise its option to convert its loan to direct equity, a
payment of an effective option exercise fee of up to £1.9 million will be
required.

The Assets comprise Blocks 30/24a, b, c and d, 30/25b and 30/29b, which include
the Ardmore Oil Field, two small abandoned oil fields, small undeveloped
discoveries and several undrilled prospects and leads. The Ardmore Oil Field,
independently estimated to have remaining reserves in the order of 23 MMBO, is
currently undergoing a development drilling and workover programme.

It is expected that a decision will be made during May 2005, and if ROC converts
to direct equity, it will book its net share of Ardmore's remaining recoverable
reserves and associated production revenue during 2Q 2005.

6.3 Mauritania - Chinguetti Exploitation Area, PSC Area B (ROC: 3.25%)

The Government of Mauritania exercised its right to participate in the
Chinguetti Oil Field development through the entity Groupe Projet Chinguetti
('GPC'). Effective 9 November 2004, GPC will acquire an initial participating
interest of 12% in the Chinguetti Exploitation Perimeter, which was granted in
May 2004 under the terms of the PSC for Area B via an Exclusive Exploitation
Authorisation ('EEA'). The interest will be acquired on a pro rata basis from
the current non-government parties and GPC will be responsible for its share of
development and past exploration costs associated with the Chinguetti Oil Field.
Once finalised, ROC's interest in the Chinguetti EEA will decrease from 3.693%
to 3.25%. ROC's interest in the remaining exploration areas of PSC Area B
remains 3.693%.

6.4 Mauritania - Block 7 (ROC: 5.5%)

Assignment documentation relating to Woodside's farmin to Block 7 PSC Area D is
being finalised. Once the transaction is completed, ROC's equity in Block 7 will
decrease from 5.5% to 4.95%, effective 1 January 2003.

6.5 Equatorial Guinea - Block H (ROC: 18.75%)

A 20% participant formally notified the Joint Venture of its intention to
withdraw from the PSC as of 3 February 2005, the end of the current term.
Subject to government approval, the remaining joint venture parties have agreed
to distribute the 20% equity on a pro rata basis and have formally notified the
Ministry of Mines, Industry and Energy of this intent. Once the transaction is
finalised, ROC's equity will increase from 15% to 18.75% with the original 15%
being free carried through the 2005 exploration well.

6.6 Angola - Cabinda South Block (ROC: 60% And Operator)

In August 2004, ROC agreed to acquire an additional 20% working interest (25%
contributing interest) in the Production Sharing Agreement ('PSA') from its
co-venturer Force Petroleum Limited. Completion of the acquisition was subject
to the usual approvals of Government. The time frame for receipt of approval has
now lapsed. On this basis, ROC believes it is unlikely that it will acquire the
additional 20% interest.

7. CORPORATE

7.1. Gas Price Hedging

There was no gas or oil price hedging in place and no new hedging was entered
into during the Quarter.

7.2 Website

During the Quarter, ROC's website (www.rocoil.com.au) received approximately
27,930 visits (a 'visit' being an occasion when one or more of the website pages
have been opened). This compares to 23,712 visits in the prior Quarter.

8. POST-QUARTER EVENTS

SUBSEQUENT TO 31 DECEMBER 2004, THE FOLLOWING POST-QUARTER EVENTS OCCURRED.

8.1 Sale of Saltfleetby Gas Field

On 21 January 2005 the sale of the 100% owned ROC company which owns the
Saltfleetby Gas Field was completed.

8.2 Mauritania

The Tiof-6 appraisal well was drilled to a total depth of 2,963 metres.
Preliminary interpretation of logs acquired while drilling and wireline logging
operations, including fluid sampling and downhole pressure measurements,
indicate the well has intersected oil over a gross interval of approximately 124
metres.

The Tiof-6 appraisal well was suspended as planned on 17 January 2005. It is
planned that the well will be production tested at a later stage.
On 17 January 2005, the 'West Navigator' rig returned to the Chinguetti Oil
Field to complete Chinguetti tophole drilling, before returning to resume Tiof-6
test preparations.

As at 23 January 2005, 2,698 square kilometres of the Atar 3D seismic survey had
been acquired (87% of total).

8.3 Cliff Head Capital Costs

During late January 2005 ROC advised that the likely capital costs for
developing the Cliff Head Oil Field, offshore Western Australia had increased by
about 25% to approximately $250m including 10% contingency.

8.4 Placement

On 27 January ROC completed a placement to two European-based institutions to
raise US$15m/A$19.8m by issue of 9,900,990 fully paid ordinary shares at a price
of $2.00 per share representing an 11% premium to the previous 10 day average
trading price. The shares represent approximately 5.3% of the issued share
capital of the Company.

8.5 Errington-1, Tight Gas Discovery

On 29 January 2005 the rig was released from the Errington-1 location 35km west
of Newcastle after the well had been cased and suspended as a tight gas
discovery with the intention that it will be evaluated further later this year
as part of ROC's onshore UK tight gas strategy. Wireline log interpretation
indicates gas saturated tight sands over a gross vertical interval of
approximately 135m of which approximately 100m represents net sand.

8.6 Transition Zone Seismic, Offshore Western Australia

An innovative Transition Zone seismic survey in the shallow surf zone waters off
TP/15 commenced on 21 January 2005. The survey is focused on firming up near
shore drill targets west of the Hovea and Jingemia onshore oil fields.

                              further information

For further information please contact ROC's Chief Executive Officer, Dr John
Doran on:

Phone: [phone]
Facsimile: [phone]
Email: [e-mail]
Address: Level 14, 1 Market Street, Sydney, NSW 2000, Australia.
Web Site: www.rocoil.com.au

           +-------------------------------------------------------+
           |Definitions:                                           |
           |'BBL' means barrels                                    |
           |'BCF' means billion cubic feet                         |
           |'BOE' means barrels of oil equivalent                  |
           |'BOPD' means barrels of oil per day                    |
           |'BOEPD' means barrels of oil equivalent per day        |
           |'BCPD' means barrels of condensate per day             |
           |'BPD' means barrels per day                            |
           |'GWC' means gas-water contact                          |
           |'MCF' means thousand cubic feet                        |
           |'mBRT' means metres below rotary table                 |
           |'mTVDSS' means metres true vertical depth below sea    |
           |level                                                  |
           |'MMSCF' means million standard cubic feet              |
           |'MMSCF/D' means million standard cubic feet per day    |
           |'MMBO' means million barrels of oil                    |
           |'MMBOE' means million barrels of oil equivalent        |
           |'NGL' means natural gas liquids                        |
           |'OWC' means oil-water contact                          |
           |''PEDL'' means Petroleum Exploration Development       |
           |Licence                                                |
           |'PSC' means Production Sharing Contract                |
           |'Quarter' means the period 1 October 2004 to 31        |
           |December 2004                                          |
           |'ROC' means Roc Oil Company Limited and includes, where|
           |the context requires, its subsidiaries                 |
           |'SCF' means standard cubic feet                        |
           |'TCF' means trillion cubic feet                        |
           +-------------------------------------------------------+




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