BUXTON RESOURCES LIMITED — Major Shareholding Notification 2008

Sep 25, 2008

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	Buxton Resources Ltd
ACN/ARSN	125 049 550
1. Details of substantial holder (1) Name ACN / ARSN (if applicable)	Montezuma Mining Company Ltd 119 711 929
The holder became a substantial holder on	19 / 10 / 2007

2. Details of voting power

$\mathbf{y} = \mathbf{y}$

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 relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Persons' votes (5)	Voting power (6)
Ordinary Fully Paid Shares	2,010,000	2,010,000	6.27%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
, Montezuma Mining Company Ltd	Holder	2,010,000 Ordinary Fully Paid Shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant	Registered holder of	Person entitled to be	Class and number of securities
interest	securities	registered as holder (8)
Montezuma Mining	Montezuma Mining	Montezuma Mining	2,010,000 Ordinary Fully
Company Ltd	Company Ltd	Company Ltd	Paid Shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
Montezuma Mining	19/10/2007	Nil	Nil	2,000,000 Ordinary
Company Ltd				Fully Paid Shares
Montezuma Mining	19/10/2007	\$2,000	Nil	10,000 Ordinary Fully
Company Ltd				Paid Shares

e.
The Associates

$\mathbf{u}_{\mathrm{in}}$

$\rightarrow$ .

$\sum_{k=1}^{n}$ $\bar{z}$ b.

reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

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

Z3 Altona Street, V vest Perth W/	) ) ) てくこ
֪֦֧֚֞֝֝֝֝֝֝֝֝֝֝֝֝֬ ֪֧֧֚֚֚֚֚֚֚֚֚֚֚֚֝֝֝֝֝֝֝֝֝֝֝֝֝֟֝֝	š

Signature

• $\widehat{c}$ If there are à qumber of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the
  manager and trostee of an equity trust), the names could be included in an a
• $\overline{c}$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $\overline{c}$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations A
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes
• $\overline{S}$ The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an
  associate has a relevant interest in.
• $\circ$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100
• $\overline{u}$ Include details of
• $\mathbf{e})$ any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of $i$
  document setting out the terms of any relevant agreement, and a statement by the perso
• $\widehat{G}$ any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposs
  the securities to which the relevant interest relates (indicating clearly the part

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

• $\circledS$ If the substantial holder is unable to determine the identity of the person (eg. If the relevant interest arises because of an option) write "unkno
• $\odot$ Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired
  or may, become entiled to receive in relation to that acquisition. Details must be