IONDRIVE LIMITED — Share Issue/Capital Change 2007

Oct 7, 2007

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8 October 2007

The Manager Companies Announcements Office Australian Stock Exchange 20 Bridge Street SYDNEY NSW 2000

Dear Sir

Following please find an Appendix 3B for an issue of 5,000,000 ordinary shares according to a placement announced on 26[th] September 2007.

In compliance with ASX listing rule 3.10.3, the following information is provided in respect of the placement shares

Class of securities Fully paid ordinary shares Number to be issued 5,000,000 Principle terms of securities Shares rank equally with all ordinary shares Issue price $0.30 per share Purpose of the issue Funds will be used for exploration of the company’s project portfolio Shareholder approval The Company will not seek shareholder approval for he issue of these securities, as this is not required by ASX listing rules. It is intended that the issue will be submitted for ratification at a subsequent general meeting pursuant to ASX listing rule 7.4 (subsequent approval of issue of securities) Issue to Class The issue is not being made to a separate class of security holders.

This issue is to sophisticated or professional investors and will not require disclosure under the Corporations Act 2001.

Yours Faithfully

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M R Billing Director

Southern Gold Limited 58 North Terrace PO Box 750 emailinfo@southerngold.com.au telephone 08 8132 0044 ABN 30 107 424 519 Kent Town Kent Town web southerngold.com.au facsimilie 08 8132 0199 South Australia 5067 South Australia 5071

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.

Name of entity

SOUTHERN GOLD LIMITED

ABN

30 107 424 519

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 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)
	5,000,000
	N/A

• See chapter 19 for defined terms.

Appendix 3B Page 1

11/3/2002

4 Do the[+] securities rank equally in all respects from the date of allotment SHARES RANK EQUALLY WITH ALL with an existing[+] class of quoted ORDINARY SHARES +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) Number and +class of all +securities not quoted on ASX ( including the securities in clause 2 if applicable)

$0.30 per share	$0.30 per share	$0.30 per share
Share placement
30 SEPTEMBER 2007
Number		+Class
79,360,074		Fully paid ordinary shares
Number	+Class
4,388,900OP-1Unlisted Options expiring 31.12.07 50,000 OP-3Unlisted Options expiring 30.06.08 1,720,000OP-7Unlisted 35 cent Options expiring 30.06.10 75,000 OP-8Unlisted Options expiring 30.06.08 500,000OP-9Unlisted 50 cent Options expiring 7.2.12 1,000,000OP-010Unlisted 50 cent Options expiring 27.11.11 400,000 OP-011Unlisted 49 cent Options expiring 27.3.12 250,000EOPUnlisted 31.5 cent Options expiring 7.12.11 1,000,000 Unlisted 50 cent Options expiring 7.2.12

10	Dividend policy (in the case of	Dividend policy (in the case of	Dividend policy (in the case of	Dividend policy (in the case of	a	N/A	N/A
	trust, distribution policy)	on		the
	increased capital (interests)
Part	2 - Bonus issue or	pro			rata issue
11	Is security holder	approval					N/A
	required?
12	Is the issue renounceable	or	non-				N/A
	renounceable?
13	Ratio in which the+securities			will			N/A
	be offered
14	+Class of+securities to which the						N/A
	offer relates
15	+Record date to determine						N/A
	entitlements
16	Will holdings on different	registers					N/A
	(or subregisters) be aggregated for
	calculating entitlements?
17	Policy for deciding entitlements				in		N/A
	relation to fractions
18	Names of countries in which			the			N/A
	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		N/A
	acceptances or renunciations
20	Names of any underwriters						N/A
21	Amount of any underwriting fee				or		N/A
	commission
22	Names of any brokers to the issue						N/A
23	Fee or commission payable to the						N/A
	broker to the issue
24	Amount of any handling			fee			N/A
	payable to brokers who lodge
	acceptances or renunciations			on
	behalf of+security holders

• See chapter 19 for defined terms.

Appendix 3B Page 3

11/3/2002

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? 32 How do+security holders dispose of their entitlements (except by sale through a broker)? 33 +Despatch date	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

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

• (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

(If the additional securities do not form a new class, go to 43)

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 are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over 37 A copy of any trust deed for the additional[+] securities

(now go to 43)

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)	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

Appendix 3B Page 5

11/3/2002

42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)

Number +Class

(now go to 43)

All entities

Fees

• 43 Payment method (tick one)

� To be invoiced by ASX

Electronic payment made

Note: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same time.

Periodic payment as agreed with the home branch has been arranged

Note: Arrangements can be made for employee incentive schemes that involve frequent issues of securities.

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.

• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the[+] securities to be quoted, it has been provided 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.

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Sign here: ........................................................... Company Secretary

Date: 8 October 2007

Print name: MR Billing

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• See chapter 19 for defined terms.

Appendix 3B Page 7

11/3/2002