CAZALY RESOURCES LIMITED — Share Issue/Capital Change 2003

Oct 28, 2003

$\mathbf{I}$

CAZALY RESOURCES LIMITED ACN 101 049 334

ANNEXU CE
	LEDA ASK AMENDIK LA

Options Terms and Conditions

The Options entitle the holders to subscribe for fully paid ordinary shares in the Company on the following terms:

• 1. Each Option entitles the holder to acquire one fully paid ordinary share in the Company.
• 1. The Options may be exercised at any time until 28 February 2005. Each Option may be exercised by forwarding to the Company at its principal office the exercise notice, duly completed together with payment of the sum of thirty five cents (35c) per Option exercised. The Options will lapse at 5.00pm WST on 28 February 2005.
• 1. The Options may be transferred by an instrument (duly stamped where necessary) in the form commonly used for transfer of Options at any time until 28 February 2005. This right is subject to any restrictions on the transfer of an Option that may be imposed by ASX in circumstances where the Company is Listed on ASX.
• 1. Optionholders shall be permitted to participate in new issues of securities on the prior exercise of options in which case the Optionholders shall be afforded the period of at least nine (9) business days prior to and inclusive of the record date (to determine entitlements to the issue) to exercise the Option.
• 1. Shares issued on the exercise of Options will be issued not more than fourteen (14) days after receipt of a properly executed exercise notice and application moneys. Shares allotted pursuant to the exercise of an Option will rank equally with the then issued ordinary shares of the Company in all respects. If the Company is listed on ASX it will, pursuant to the exercise of an Option, apply to ASX for Quotation of the Shares issued as a result of the exercise, in accordance with the Corporations Law and the Listing Rules.
• 1. In the event of any reconstruction (including consolidation, sub-division, reduction or return) of the issued capital of the Company, all rights of the option holder will be changed to the extent necessary to comply with the Listing Rules applying to the reconstruction of capital at the time of the reconstruction.
• 1. If there is a bonus issue to shareholders, the number of shares over which the Option is exercisable may be increased by the number of shares which the holder of the Option would have received if the Option had been exercised before the record date for the bonus issue.
• 1. In the event that a pro rata issue (except a bonus issue) is made to the holders of the underlying securities in the Company, the exercise price of the Options may be reduced in accordance with Listing Rule 6.22.

P.13/13 NO 752

CAZALY RESOURCES LIMITED ACN 101 049 334

HNNEWRC
		(FOR ASK APPENDIX IA)

Options Terms and Conditions

The Options entitle the holders to subscribe for fully paid ordinary shares in the Company on the following terms:

• 1. Each Option entitles the holder to acquire one fully paid ordinary share in the Company.
• 1. The Options may be exercised at any time until 30 June 2005. Each Option may be exercised by forwarding to the Company at its principal office the exercise notice, duly completed together with payment of the sum of forty cents (40c) per Option exercised. The Options will lapse at 5.00pm WST on 30 June 2005.
• 1. The Options may be transferred by an instrument (duly stamped where necessary) in the form commonly used for transfer of Options at any time until 30 June 2005. This right is subject to any restrictions on the transfer of an Option that may be imposed by ASX in circumstances where the Company is Listed on ASX.
• 1. Optionholders shall be permitted to participate in new issues of securities on the prior exercise of options in which case the Optionholders shall be afforded the period of at least nine (9) business days prior to and inclusive of the record date (to determine entitlements to the issue) to exercise the Option.
• 1. Shares issued on the exercise of Options will be issued not more than fourteen (14) days after receipt of a properly executed exercise notice and application moneys. Shares allotted pursuant to the exercise of an Option will rank equally with the then issued ordinary shares of the Company in all respects. If the Company is listed on ASX it will, pursuant to the exercise of an Option, apply to ASX for Quotation of the Shares issued as a result of the exercise, in accordance with the Corporations Law and the Listing Rules.
• 1. In the event of any reconstruction (including consolidation, sub-division, reduction or return) of the issued capital of the Company, all rights of the option holder will be changed to the extent necessary to comply with the Listing Rules applying to the reconstruction of capital at the time of the reconstruction.
• 1. If there is a bonus issue to shareholders, the number of shares over which the Option is exercisable may be increased by the number of shares which the holder of the Option would have received if the Option had been exercised before the record date for the bonus issue.
• 1. In the event that a pro rata issue (except a bonus issue) is made to the holders of the underlying securities in the Company, the exercise price of the Options may be reduced in accordance with Listing Rule 6.22.