ACROW LIMITED — Share Issue/Capital Change 2010

Aug 11, 2010

ANNOUNCEMENT

12 AUGUST 2010

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ALLOTMENT OF SHARES

Noble Mineral Resources Ltd (ASX: NMG) is pleased to announce that it has allotted 6,111,954 fully paid ordinary shares ( Shares ) in the Company. The Shares have been issued to unsecured trade creditors of Central African Gold Ghana Limited ( CAGG ) the owner of the Bibiani Gold Project recently acquired by the Company. The Company has issued the shares as part of a negotiated settlement with creditors, of certain outstanding debts owed by CAGG to those creditors, prior to Noble taking control of CAGG.

Shareholder approval was obtained at the Company’s General Meeting held 26 May 2010 for the issue of up to 5,000,000 Shares to unsecured trade creditors of CAGG. The issue of the balance of Shares is within the Company’s 15% capacity.

Following this announcement is an Appendix 3B relevant to the Shares allotted.

Secondary Trading Notice Pursuant to Section 708A(5)(e) of the Corporations Act 2001 ("Act")

The Corporations Act 2001 (the Act ) restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A of the Act. By giving this notice, a sale of the Shares noted above will fall within the exemption in section 708A(5) of the Act.

The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that:

• (a) the Company issued the Shares without disclosure to investors under Part 6D.2 of the Act;

• (b) as at the date of this Notice, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and

• (c) as at the date of this Notice, there is no information:

• (i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

• (ii) that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:

  • a. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

  • b. the rights and liabilities attaching to the relevant Shares.

Authorised by:

Alan Taylor Finance Director

A C N 1 2 4 8 9 3 4 6 5

15 B owm an S tr eet , S out h P er th, W es t er n A us tr ali a, 6151 P O B ox 1021, S out h P ert h, W es t er n A us tr ali a, 6951 T: ( 61- 8) 474 6771 F: ( 61-8) 9474 6772 W: www. nobl emi nr es .c om . au

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

NOBLE MINERAL RESOURCES LIMITED

ABN

36 124 893 465

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be issued 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	Shares.
	6,111,954 Shares.
	Fully paid ordinary shares (“Shares”).

• See chapter 19 for defined terms.

24/10/2005Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the[+] securities rank equally in all Yes. respects from the date of allotment with an existing +class of quoted +securities? If the additional securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration Deemed issue price of $0.30 per Share. 6 Purpose of the issue The Shares have been issued to unsecured trade (If issued as consideration for the creditors of Central African Gold Ghana Limited acquisition of assets, clearly identify (“CAGG”), to satisfy certain outstanding debts those assets) owed by CAGG to those creditors. These Shares have been issued pursuant to shareholder approval, as part of a negotiated settlement of certain outstanding debts owed by CAGG to those creditors, prior to Noble taking control of CAGG. 7 Dates of entering[[+]] securities into 12 August 2010.

7 Dates of entering[[+]] securities into 12 August 2010. uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all +securities quoted on ASX 303,843,438 Ordinary fully paid shares. ( including the securities in clause 2 if applicable) 74,433,069 Options exercisable at $0.30 each on or before 21 July 2011 (NMGO). 74,433,069 Options exercisable at $0.35 each on or before 21 July 2013 (NMGOA). .

• See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 2

Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable)	Number	+Class
	6,000,000	Options exercisable at $0.20 each on or before 8 July 2014.

• 10 Dividend policy (in the case of a Not Applicable trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

Questions 11 to 33 Not Applicable

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities ( tick one )

• (a) Securities described in Part 1

• (b) All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Questions 35 to 37 - Not Applicable

Entities that have ticked box 34(b)

Questions 38 to 42 - Not Applicable

• See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 3

Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted[+] quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

  • Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:

.......................................................... (Finance Director)

Date: 12 August 2010

Print name: Alan Taylor

• See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 4