ACROW LIMITED — Share Issue/Capital Change 2012

Jul 5, 2012

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 tobe issued2Numberof +securities issued ortobeissued(ifknown)ormaximum number which may beissued3Principal terms of the +securities(eg, if options, exercise price andexpirydate;ifpartlypaid+securities,theamountoutstanding and due dates forpayment;if+convertiblesecurities, the conversion priceand dates for conversion)	Options.
	1,140,000 Options.
	Options exercisable at $0.31 each on or before 4July 2015 (“Options”) (with 50% of the number ofoptions vesting to the allottee upon the allotteehaving served as an employee of the Company fora six month period after the date of grant and 50%vesting upon the service of a further six monthperiod).

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally in Options – no. Options over unissued shares may all respects from the date of only be exercised in accordance with their terms allotment with an existing[+] class and conditions. Upon conversion of the options to of quoted[+] securities? shares, the shares will rank equally with existing shares. 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 Nil. 6 Purpose of the issue These options have been issued to employees (If issued as consideration for the pursuant to the Company’s Employee Option Plan. acquisition of assets, clearly The Employee Option Plan was approved by identify those assets) shareholders at the AGM held on 30 November 2011. 7 Dates of entering +securities 4 July 2012. into uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all +securities quoted on ASX 610,147,952 Fully paid ordinary ( including the securities in shares. clause 2 if applicable) 69,012,233 Options exercisable at $0.35 each on or before 21 July 2013 (NMGOA). 28,985,539 Options exercisable at $0.48 each on or before 1 May 2015 (NMGO).

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

						Number		+Class
9	Number	and	+class	of	all		6,000,000	Options exercisable at
	+securities	not	quoted	on	ASX			$0.20 each on or before
	(including	the	securities		in			8 July 2014.
	clause 2 if applicable)
							4,250,000	Options exercisable at
								$0.40 each on or before
								19 August 2014.
							20,629,230	Options exercisable at
								$0.83 each on or before
								30 November 2014.
							1,140,000	Options exercisable at
								$0.31 each on or before
								4 July 2015.
							5,000,000	Options exercisable at
								$0.55 each on or before
								31 October 2015.

• 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

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• 35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

• 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000

  • 1,001 - 5,000

  • 5,001 - 10,000

  • 10,001 - 100,000 100,001 and over

• 37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

Questions 38 to 42 - Not Applicable

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.

• See chapter 19 for defined terms.

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• 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:

............................................................ (Managing Director)

Date: 6 July 2012

Print name: Wayne Norris

• See chapter 19 for defined terms.

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