ATHENA RESOURCES LIMITED — Major Shareholding Notification 2012

Mar 14, 2012

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Save User Guide Annexure Close Form 604 page 1/2 15 July 2001

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Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme ATHENA RESOURCES LIMITED

ACN/ARSN ACN 113 758 900

1. Details of substantial holder(1)

Name EDMOND WILLIAM EDWARDS

ACN/ARSN (if applicable)

There was a change in the interests of the substantial holder on 15 / / 03 2012 The previous notice was given to the company on 20 / / 12 2011 The previous notice was dated 20 / / 12 2011

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous noticePerson's votesVoting power (5)	Previous noticePerson's votesVoting power (5)	Present notice	Present notice
		Voting power (5)	Person's votes	Voting power (5)
ORDINARY	12,940,790	11.27%	14,685,790	12.48%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date ofPerso	Date ofPerso	Date ofPerso									rson's votes	rson's votes
	Date of	Perso	whose	Nature of		Considerat	ion	Clas	s and	Pe	rson's votes
	change	releva	nt interest	change (6)		given in rel	ation	num	ber of	af	fected
		chang	ed			to change (	7)	secu	rities
								affe	cted
	15/03/12	TIED	OMINE P/L	EXERCISE OPTI	N	$138,500		1,73	1,250
	15/03/12	TIED	NVEST P/L	EXERCISE OPTI	N	$1100		137	50
						,		,

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder ofrelevantinterest	Registeredholder ofsecurities	Person entitledto be registeredas holder (8)	Nature ofrelevantinterest (6)	Class andnumber ofsecurities	Person's votes
TIED NOMIN	TIED NOMINEES	TIED NOMINEES	ORDINARY SHARES	14,641,790	12.44%
TIED INVES	TIED INVESTMENTS	TIED INVESTMENT	ORDINARY SHARES	44,000	0.04%

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User Guide Annexure Close Form 604 page 2/2 15 July 2001

5. Changes in association The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable) Nature of association

6. Addresses

The addresses of persons named in this form are as follows:

Name		Address
EDMOND WILLIAM EDWARDS	21	MILLSTREAM RISE, HILLARYS, WA	6025

Signature

print namesign here	EDMOND WILLIAM EDWARDS

capacity	DIRECTOR
date	/1503	/	2012

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.

• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (6) Include details of:

  • (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

  • (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

  • See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, becom`e entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Annexure