IONDRIVE LIMITED — Major Shareholding Notification 2007

Mar 12, 2007

PO Box 1573 Coorparoo Q 4151

977 Stanley Street East East Brisbane Q 4169

13 March 2007

ASX Company Announcements Platform Fax 1900 999 279

The Directors Australian Stock Exchange Limited Level 6 Riverside Centre 123 Eagle Street Brisbane QLD 4000

Dear Sir,

Southern Gold Limited Talbot Group Holdings Pty Ltd

We attach copy of Form 604 Notice of Change of Interests of Substantial Holder dated 13 March 2007 which has today been given to Southern Gold Limited.

Yours faithfully, Perutelings

R D Hutchings Chief Financial Officer

P. 02

604 Page 1 of 2 15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To_ Company Name/Scheme	Southern Gold Limited
ACN/ARSN	107 424 519
1. Details of substantial holder (1) Name	Talbot Group Holdings Pty Ltd
ACN/ARSN (if applicable)	649 275 746
There was a change in the interests of the substantial holder on	13/03/2007
The previous notice was given to the company on	18/12/2006
The previous notice was dated	18/12/2006

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 and the company of the substantial company of the state of the company of the state of the company of the analysis in the state of the capacitate (2) had a relevant interest (3) in when last required, and when now required mpany or scheme, are as follows.

endean) ar earracha	-l-Previous notice-		' Present notice
-1-Class of securities (4)-	Person's votes	' ∨oting power (5)	Person's votes	Voting power (5)
Ordinary	6,586,000	11,97%	6,143,000	8.93%

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 as follows: $\overline{\phantom{a}}$

. Date of change	Person whose relevant interest	Nature of change $(\overline{6})$	Consideration given in relation to change (7)	Class and number of securities affected	Leteris Annes affacted
12/03/07	changed ' See Annexure А

4. Present relevant interests

vant interest of the substantial holder in voting securities after the change are as follows:

	Particulars of each relevent interest of the expect		Nature of relevant	Class and number	Person's votes
Holder of	Registered holder of securities	Person entitled to be 'registered as holder	interest (6)	of securities
relevant interest		(8)
	See Annexure
	А

$\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ and $\frac{1}{2}$ a

$\bigg|$

$\bar{1}$

$6.$ Addresses

	Neme r and a straight that the straight of the straight of the straight of the straight of the straight of the
Talbot Group Holdings Pty Ltd	PO Box 1573 Coorparoo QLD 4151
Talbot Group Investments Pty Ltd	PO Box 1573 Coorpareo QLD 4151
Amanda Talbot	PO Box 1573 Coorparoo QLD 4151
Alexandra Talbot	PO Box 1573 Coorparoo QLD 4151
Claudia Talbot	PO Box 1573 Coorparoo QLD 4151
Liam Talbot	PO Box 1573 Coorparoo QLD 4151
Courtney Talbot	PO Box 1573 Coorparoo QLD 4151
Donald Nissen	13/28 Amazons Place, Jindalee QLD 4074
Mr D & Mrs A Wood	9 Marram Court, Cleveland QLD 4163

13 March 2007 Dated:

$\cdot$

Donald Nissen $\overline{Director}$ Talbot Group Holdings Pty Ltd

Annexure A

This is Annexure A of 2 pages referred to in Form 604 Nature of Change of Interests of Substantial Holder by Talbot Group Holdings Pty Ltd $\leq$ Talbot Equities A/C>

Changes in relevant interests 3.

Date of Change	12/03/2007
Person whose relevant	Holder, related corporation & associated persons
interest changed
Nature of Change	Purchase of 330,000 ordinary securities
	Sale of 773,000 ordinary shares
Consideration given	Purchase 330,000 securities - \$138,878
in relation to change	Sale 773,000 securities - \$297,534
Class and number of	330,000 ordinary
securities affected	773,000 ordinary
雪蛇 Repson's votes	Holder, related corporation &associated persons
affected a

Present relevant interests 4.

$\bar{z}$

للأعاط للداري

Holder $\mathbf{p}$ relevant	Registered holder of securities	Person entitled to be registered as holder and the i ilgas muga l	Nature of relevant interest.	Class and number of securities to della	Person's wotes
intenest Holder	141 등 45 개정도 : 1 Holder	Holder		4,450,000 ordinary	4,450,000
Holder	Talbot Group Investments Pty Ltd	Talbot Group Investments Pty Ltd	Related corporation	773,000 ordinary	773,000
Holder	Amanda Talbot	Amanda Talbot	Family member of Kenneth Talbot, director of the Holder	80,000 ordinary	80,000
Holder	Alexandra Talbot	Alexandra Talbot	Ditto	40.000 ordinary	40,000
Holder	Claudia Talbot	Claudia Talbot	Ditto	40,000 ordinary	40,000
Holder	Liam Talbot	Liam Talbot	Ditto	40,000 ordinary	40,000
Holder	Courtney Talbot	Courtney Talbot	Ditto	40,000 ordinary	40,000
Holder	Mr Denis Wood & Mrs Anne Wood <the woodInvestment A/C>	Mr Denis Wood & Mrs Anne Wood <the woodInvestment A/C	of the Director holder	600,000 ordinary	600,000
Holder	Donald Ian Nissen	Donald Ian Nissen	of the Director holder	80,000 ordinary	80,000

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
Refer Annexure A

6. Addresses

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

Name	Address
Sae Annexure A

Signature

print name	Donald Nissen	capacity	Director
sign here	Jon Nome	date	$1\frac{3}{2}$ /03/2007
	DIRECTIONS

• 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 $(1)$ 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.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• Include details of: $⁽⁶⁾$

$(4)$

$(5)$

(9)

• 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 $(e)$ ecourate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
• 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 $(b)$ applies).

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

• 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, become entitied to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the $(7)$ 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.
• If the substantial holder is unable to determine the identity of the person (eg. If the relevant interest arises because of an option) write $(B)$ "unknown"
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.