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AUSTRALIAN VANADIUM LIMITED Capital/Financing Update 2007

Oct 17, 2007

64471_rns_2007-10-17_1e62e7b1-e376-4913-9422-29bf6038fe2d.pdf

Capital/Financing Update

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ABN 12 009 076 242

GREATER PACIFIC GOLD LIMITED

18 October 2007

Companies Announcements Office ASX Limited 20 Bridge Street SYDNEY NSW 2000

ACQUISITION OF FURTHER INTEREST IN APOGEI PTY LTD

The Company is pleased to announce that it has acquired a further 20% interest in Apogei Pty Ltd and has been granted an option to acquire an additional 20% of Apogei Pty Ltd. Prior to this acquisition the Company held 40% of Apogei Pty Ltd. Yellow Rock Resources Ltd (in which the Company is a substantial holder) holds the remaining 20% of Apogei Pty Ltd.

Apogei Pty Ltd is a private uranium and gold exploration company which owns the West Arnhem Tenure (ELA 25638 – Gumadeer, ELA 25645 – Table Hill & ELA 26076 – Mann) and McKeddies (MCN 668-671). Both areas are located in the Northern Territory.

The Gumadeer, Table Hill and Mann tenements, known as the West Arnhem Tenure ( WAT ) are situated within the Alligator Rivers Uranium Field ( ARUF ) southeast of the large uranium deposits of Ranger, Jabiluka, Koongarra and Nabarlek. This region is located approximately 250 kilometres east of Darwin and has been responsible for the majority of the uranium oxide produced in Australia.

The main focus of exploration in the West Arnhem region is the discovery of unconformity – related uranium deposits. The ARUF deposits dominate West Arnhem and any areas that could have a similar geological structure are keenly sought after.

Within the last 12 months, there has been a great deal of interest in exploration and acquisition in West Arnhem, initially from the Cameco/Uranium Equities Joint Venture, and the 5351 km[2] tenements of uranium equities and more recently, the holdings of Territory Uranium Company Ltd.

Gumadeer (ELA 25638) and Table Hill (ELA 25645) were the original tenements of the WAT. They cover an area of 700 km[2. ] Apogei Pty Ltd has recently acquired the tenement Mann (ELA 26076; area 250 km[2] ) which is located just below the southern boundary of Table Hill and is the third tenement of the West Arnhem Tenure. This acquisition extends the total exploration area to 950 km[2] .

The ARUF region is approximately 30 kilometres east of Nabarlek Uranium Mine. The worked out uranium mine of Nabarlek, which produced 12,000 tonnes of uranium oxide at the high average yield of 1.95% U3O8 is close to the WAT. Geologists consider the Nabarlek area as a suitable exploration model for the WAT because of the similar geological setting and geographical proximity.

Registered Office: 35 Great Eastern Highway, Rivervale, WA 6103 Telephone: (08) 9361 5400 Facsimile: (08) 9361 5900

The value of the Company’s additional 20% interest is also highlighted by the terms of the Joint Venture between Cameco (the world’s largest uranium producer) and Uranium Equities Ltd (UEQ). To earn a 40% interest in two of Cameco’s tenements located in the Alligator Rivers Uranium Field, UEQ will outlay $10,400,000 in exploration expenditure over a four year period.

The April 2007 Report to ASX from the JV was extremely encouraging and announced anomalous uranium and gold results. Significant values for U3O8 and gold were reported.

The Cameco/UEQ Joint Venture tenements, covering 1,269 km[2] , are sighted just below and slightly west of the WAT and share one contiguous boundary.

The WAT lies within one of the world’s major uranium provinces which to date has been explored with great success. Large prospective proportions of this area remain untested by modern exploration techniques.

Alluvial Gold was first discovered at McKeddies Prospect in 1900 and over the next five years a considerable quantity of gold was extracted as nuggets or in high-yield ore dug from shallow pits.

A lack of permanent water on the site prevented further exploration until 1993 when MRC built dams and a reservoir on site to prepare for a planned drilling program to test promising surface results. However, the low price of gold made mining of the tenements at depth uneconomical.

GBS Gold has revitalised the gold industry in the Northern Territory recently by re-opening more than a dozen old mines in an area south of McKeddies. Drill testing the area to depths of more than 400 metres, they have announced an overall resource estimate of more than 3,400,000 ounces of gold. To process this resource their recently commissioned dual-mill gold processing plant is now operating at a capacity of 2.5 million tonnes of ore per year.

A comprehensive drilling program is required to prove up the resources at McKeddies suggested by earlier exploration.

The further 20% interest in Apogei Pty Ltd has been acquired in consideration for the issue of 55,000,000 fully paid ordinary shares and 55,000,000 options exercisable at 3 cents each on or before 31 May 2008.

An Appendix 3B for the issue of shares and options is enclosed with this announcement.

Pursuant to section 708A(5)(e) of the Corporations Act, the Company gives notice that the securities were issued without disclosure to investors under Part 6D.2 of the Corporations Act in reliance on section 708A(5).

The Company as at the date of this announcement has complied with:

  • (a) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

  • (b) section 674 of the Corporations Act.

As at the date of this announcement, there is no excluded information for the purposes of section 708A(7) and (8) of the Corporations Act.

The option to acquire the remaining 20% of Apogei Pty Ltd is exercisable by the Company at any time over the next 4 months and the purchase consideration in the event of exercise is the issue of a further 55,000,000 fully paid ordinary shares and 55,000,000 options exercisable at 4 cents on or before 31 May 2011.

Denis McInerney Chairman

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

Greater Pacific Gold Limited

ABN

12 009 076 242

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)
Ordinary Shares
Options
55,000,000 ordinary shares
55,000,000 options
Same terms as existing ordinary fully paid
shares
Options exercisable at 3 cents each on or before
31 May 2008
  • 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
The shares and options were issued as
consideration for the acquisition of 20% of
shares in Apogei Pty Ltd
To satisfy the consideration offered to acquire
20% of the shares in Apogei Pty Ltd.
18 October 2007
Number +Class
952,373,608
929,686,348
Ordinary fully paid
shares
Options Expiring
31/5/08
  • See chapter 19 for defined terms.

Appendix 3B Page 2

24/10/2005

Appendix 3B New issue announcement

Number +Class 9 Number and +class of all Nil Nil +securities not quoted on ASX ( including the securities in clause 2 if applicable) 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

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
  • See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 3

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?
  • 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)?

  • 33 +Despatch date

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 (except for convertible notes)

  • (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 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 setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

  • 37 N/A A copy of any trust deed for the additional[+] securities
  • See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 5

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)
42
Number and+class of all+securities
quoted on ASX (_including_the
securities in clause 38)
Number +Class

App 3B Apogei 18 Oct 07

  • 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.

Sign here: J C Geary Company secretary

Date: 18 October 2007

Print name: John Charles Geary

== == == == ==

  • See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7