ALCHEMY RESOURCES LIMITED — Capital/Financing Update 2012

Jan 11, 2012

==> picture [592 x 112] intentionally omitted <==

Company Announcements Office Australian Securities Exchange 20 Bridge Street SYDNEY NSW 2000

12 January 2012

Dear Sir/Madam

ANNOUNCEMENT OF A FULLY UNDERWRITTEN NON-RENOUNCEABLE ENTITLEMENT ISSUE OF SHARES TO RAISE $4.2 MILLION

Alchemy Resources Limited ( the Company ) announces a pro-rata non-renounceable offer to eligible shareholders of 1 ordinary fully paid share for every 3 shares held on 23 January 2012 ( the Issue ) at a price of per Share, to raise $4,222,721 (before costs). The purpose of the issue is to fund a significant exploration program proposed for its tenement holding in the Bryah Basin.

Jindalee Resources Limited and Grandor Pty Ltd (an entity controlled by Mr Mark Scott, Jindalee’s chairman) have agreed to take up their entitlements and fully underwrite the remaining shares offered under the Issue.

The proposed timetable for the Issue is set out below.

Announcement of Entitlement Issue and Lodgement of Prospectus	12 January 2012
Despatch of Preliminary Notice to Shareholders	16 January 2012
Ex Date – shares trade ex Entitlement	17 January 2012
Record date to determine Entitlement	23 January 2012
Prospectus and Entitlement and Acceptance Form sent to Shareholders	30 January 2012
Closing date for receipt of acceptances	13 February 2012
Allotment and issue of New Shares and despatch of shareholding statements	21 February 2012

These dates are indicative only and may vary. The Company reserves the right to vary the opening and closing dates of the Issue without prior notice. This may impact subsequent dates in the timetable. An Appendix 3B announcement and application for quotation is attached.

The Issue is made under a prospectus that has been lodged with ASIC and which is available on both the ASX website (www.asx.com.au) and on the Company’s website (www.alchemyresources.com.au). Eligible shareholders should consider the Prospectus in deciding whether to acquire shares under the Issue, and complete the personalised Entitlement and Acceptance Application Form that will accompany the Prospectus.

Yours faithfully

Bernard Crawford Company Secretary

Level 2, 72 Kings Park Road GPO Box 2815 T: +61 8 9481 4400 E: admin@alchemyresources.com.au West Perth WA 6005 Perth WA 6001 F: +61 8 9481 4404 W: www.alchemyresources.com.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

ALCHEMY RESOURCES LIMITED

ABN 17 124 444 122

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 ORDINARY SHARES FULLY PAID issued 2 Number of[+] securities issued or to 32,482,470 be issued (if known) or maximum number which may be issued 3 Principal terms of the[+] securities Issue price is 13 cents (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)

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the+securities rank equally in all 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 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable)	Yes	Yes
	13 cents per share
	Pro-rata non-renounceable rights issue to fund an exploration program on the Company’s Bryah Basin tenements.
	Estimated to be 21 February, 2012
	Number	+Class
	129,929,878	Ordinary Shares Fully Paid

• 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) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	1,000,000 750,000 1,050,000	Options exercisable at $0.37 on or before 30 June 2012 Options exercisable at $0.25 on or before 30 September 2012 Options exercisable at $0.50 on or before 30 June 2013
	No dividend policy is currently in place as the Company is involved only in exploration

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations	No
	Non-renounceable 1 new share for every 3 shares held Ordinary Shares
	23 January 2012
	Not applicable
	Fractional entitlements will be rounded up
	Not applicable
	13 February 2012

• See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

Appendix 3B New issue announcement

20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do+security holders sell their entitlements_in full_through a broker? 31 How do+security holders sell_part_ of their entitlements through a broker and accept for the balance?	Jindalee Resources Limited and Grandor Pty Ltd as Trustee For The Mark Scott Family Pension Fund
	$188,106
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	30 January 2012
	12 January 2012
	Not applicable
	Not applicable
	Not applicable
	Not applicable

• See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003

Appendix 3B New issue announcement

• 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?

Not applicable

• 33 +Despatch date

21 February, 2012

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

Tick to indicate you are providing the information or Not applicable 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

• See chapter 19 for defined terms.

Appendix 3B Page 5

1/1/2003

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought 40 Do the[+] securities rank equally in all 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 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) Number +Class 42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)

• See chapter 19 for defined terms.

Appendix 3B Page 6

1/1/2003

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.

==> picture [89 x 46] intentionally omitted <==

Sign here: ............................................................ Date: 12 January 2012 ( ~~Director~~ /Company Secretary)

Print name: Bernard Crawford

== == == == ==

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7