IRON BEAR RESOURCES LTD — Capital/Financing Update 2004

Jul 11, 2004

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

International Goldfields Limited

ABN

$\mathbf{1}$

71 095 047 920

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).

+ Class of + securities issued or to be issued	1) Fully Paid Ordinary Shares 2) Options to subscribe for ordinary fully paid shares. 3) Fully Paid Ordinary Shares
Number of + securities issued or to	8,560,429

• $\overline{2}$ be issued (if known) or maximum number which may be issued
• $\mathcal{L}$ 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 securities. *convertible the conversion price and dates for conversion)
• $1)$ N/A

2) 500,000

$3)$ 11,000

• 2) Exercisable at \$0.39 each on or before 9 February 2009.
• $3)$ N/A

⁺ See chapter 19 for defined terms.

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 which extent to they the 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	1)	Yes 2) No - Upon exercise of the options into ordinary fully paid shares, the allotted and issued shares will rank equally in all respects with an existing class of quoted securities. The option does not entitle the holder to participate in the next dividend or interest payment. 3) Yes
5	Issue price or consideration	1) 2)	\$0.25 \$0.00 3) \$0.25
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	$\left( \right)$ 2) 3)	Exercise of Options. Issue of Employee Options Issue of shares to underwriter of \$0.25 option conversion.
7	Dates of entering *securities into uncertificated holdings or despatch of certificates	On or about 12 July 2004
		Number		+ Class
8	+ class Number and οf all *securities ASX quoted on (including the securities in clause 2 if applicable)	139,250,248		Fully Paid Shares	Ordinary

⁺ See chapter 19 for defined terms.

$\ddot{Q}$ Number and ⁺class of all ⁺securities not quoted on ASX (including the securities in clause) 2 if applicable)

Number	+ Class
6,500,000	35 Cents, 30 June 2005 Options
3,100,000	40 Cents, 31 August 2005 Options
550,000	45 Cents, 22 October 2008 Options
500,000	39 Cents, 9 February 2009 Options

$10¹⁰$ Dividend policy (in the case of a $N/A$ trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

• holder $11$ $\overline{1}$ s security approval required?
• $12$ Is the issue renounceable or nonrenounceable?
• Ratio in which the *securities will 13 be offered
• ⁺Class of ⁺securities to which the 14 offer relates
• 15 ⁺Record date $\mathfrak{g}$ determine entitlements
• Will holdings on different registers 16 (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
• 19 Closing date for receipt of acceptances or renunciations

$+$ See chapter 19 for defined terms.

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	of any handling fee Amount brokers who lodge payable to 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.

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

$(b)$

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

If the *securities are *equity securities, a distribution schedule of the additional 36 *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

A copy of any trust deed for the additional *securities

(now go to $43$ )

37

⁺ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

38.	Number of securities for which + quotation is sought	12,205,716
39.	for which Class of $*$ securities quotation is sought	Ordinary Fully Paid Shares
40.	Do the securities rank equally in all respects from the date of allotment with an existing class of quoted *securities?	Yes
	If the additional securities do not rank equally, please state: the date from which they do the which extent to they participate for the next dividend, (in- the case οÊ 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	Release from Escrow
	conversion of (if issued upon another security, clearly identify that other security)
42.	Number and class of all securities quoted on ASX (including the securities in clause 38)	Number 139,250,248	*Class Fully Paid Ordinary Shares

(now go to $43$ )

⁺ See chapter 19 for defined terms.

All entities

Fees

43

Payment method (tick one)
Cheque attached
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

• $\mathbf{1}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
• $\mathcal{L}$ 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.

$+$ See chapter 19 for defined terms.

• $\overline{3}$ 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.
• $\overline{4}$ 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: ...................................... (Director/Company secretary)

Print name: ......Kent M Hunter....................................

$\frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{1}{2} \frac{$

Attachment A to the Appendix 3B - New Issue Announcement

$+$ See chapter 19 for defined terms.

Class of Equity Securities

Number Held

39 cent options exercisable on or before 9 February 2009

$1 - 1,000$
$1,001 - 5,000$
$5,001 - 10,000$
$10,001 - 100,000$
100,001 and over

500,000

$\mathbf{1}$

TOTALS

Top 20 Optionholders

1) Robert William Annett 96 First Avenue MT LAWLEY WA 6050

• See chapter 19 for defined terms.