Lachlan Star Limited — Capital/Financing Update 2003

Nov 27, 2003

ACN 000 759 535

Level 9 Gold Fields House 1 Alfred Street Svdnev NSW 2000 Email: info@gympiegold.com.au

Phone: (02) 9251 2777 Facsimile : (02) 9251 2666 Website: www.gympiegold.com.au

28 November 2003

Mr Andrew Black Listings Manager Australian Stock Exchange Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Mr Black

Re: Application for Additional Securities - 11,400,000 Ordinary Shares

Please find attached Appendix 3B for quotation of additional securities which represents the Australian component of the first tranche of the placement announced on 25 November 2003. The UK component of the first tranche will be settled simultaneously with the listing on the UK Alternative Investment Market (AIM), which is expected to be on or about 2 December 2003.

Please adjust your records accordingly.

Should you have any queries or require clarification on the foregoing please do not hesitate to contact the writer.

Yours faithfully GYMPIE GOLD LIMITED

A. Adaley

ANNE ADALEY Company Secretary

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, 1/1/2003.

Name of entity

Gympie Gold Limited

ABN 88 000 759 535

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).

$\mathbf{1}$ ⁺Class of ⁺securities issued or to be $\left[$ issued

Ordinary Shares

• $\mathcal{D}$ Number of ⁺securities issued or to be issued (if known) or maximum number which may be issued
• $\overline{3}$ Principal terms of the ⁺securities (eg, if options, exercise price and date; if partly paid expiry *securities, the amount outstanding and due dates for payment; if securities, *convertible the conversion price and dates for conversion)

11,400,000

Ordinary Shares

³⁸⁸⁶ggl.doc

⁺ 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 the 10 1 they participate for the next dividend, οf the. case (in ā. trust. distribution) or interest payment	Yes, ordinary shares.
	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	\$0.50 cents per share.
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	meet the Company to pursue the opportunities in coal and gold.	The purpose of the issue is to raise funds to Company's working capital requirements arising from growth in production at the Southland Colliery, to reduce the Company's debt to equity ratio, and to enable organic growth
7	Dates of entering "securities into uncertificated holdings or despatch of certificates	28 November 2003
	Number and *class of	Number	*Class
8	all *securities quoted on ASX. (including the securities in clause	218,088,575	Ordinary Shares
	2 if applicable)	40,000,000	Convertible Notes

⁺ 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
	11,808,997 Options

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

$N/A$

Part 2 - Bonus issue or pro rata issue

$11$ $Is$ security holder approval required? $12¹²$ Is the issue renounceable or nonrenounceable? Ratio in which the "securities will 13 be offered $14$ *Class of *securities to which the offer relates $15$ *Record date determine to 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 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 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	Amount of any handling fee payable to brokers who lodge 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?

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)
• Securities described in Part 1 $(a)$
• $(b)$ 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

				Tick to indicate you are providing the information or
documents

• 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

37

35

A copy of any trust deed for the additional *securities

⁺ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

• Number of securities for which 38 *quotation is sought
• Class of "securities for which 39 quotation is sought
• 40 Do the *securities rank equally in all respects from the date of allotment with an existing "class of que *securities?

If the additional securities do rank equally, please state:

• $\bullet$ the date from which they do
• the extent to which participate for the next divide (in the case of a tr distribution) or interest payme
• the extent to which they do rank equally, other than relation to the next divide distribution or interest paymer
• 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)

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

Number	+ Class

ныц oted
$\operatorname{\sf not}$
they
end,
rust,
ent
$\operatorname{\sf not}$
in
end,
nt

$+$ See chapter 19 for defined terms.

Ouotation agreement

• $\mathbf{1}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
• $\overline{2}$ We warrant the following to ASX.
• The issue of the *securities to be quoted complies with the law and is not for $\bullet$ 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 $\bullet$ *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.

• 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.

A. Adaley

Sign here:

(Director/Company secretary)

Date: .28 November 2003

Print name:

Anne Adaley

$\overline{\text{min}} \ \overline{\text{min}} \ \overline{\text{min}} \ \overline{\text{min}} \ \overline{\text{min}} \ \overline{\text{min}}$

$+$ See chapter 19 for defined terms.

sar vendeaals ( co rocule deal fom	Lanna PERTIE	User Guide Annexure Close Form
ASIC registered agent number		15 July 2001 207 page 1/1
	lodging party or agent name Gympie Gold Limited
	office, level, building name or PO Box no. Level 9 Gold Fields House
	street number & name 1 Alfred Street
	state/territory postcode 2000 suburb/city Sydney NSW
telephone	02 9251 2777
facsimile	02 9251 2666	ASS. REQ-A
DX number	subtrb/city	CASH. REQ-P PROC.
	Notification of share issue	Corporations Act 2001 254X(1)
company name	Gympie Gold Limited
	A.C.N. 88 000 759 535
Details of the issue
	date of issue (d/m/y) 27 / 11 / 03 or period of issue (d/m/y) from - 1	CO.

Class of shares - show only details of shares which have been issued.

class code	full title
ord	Ordinary Shares

If you are listing any of the common classes of shares shown below, show only the class code.

If you are fisting a different class of share, at 'class code' show a letter code of no more than 4 fetters and then show the full title.

code	full title	code	full title
Α	Α	PRF	preference
В	B etc	CUMP	cumulative preference
EMP	employee's	NCP.	non-cumulative preference
FOU	founders	REDP	redeemable preference
LG.	life governor's	NRP.	non-redeemable preference
MAN	mariagement	CRP.	cumulative redeemable preference
ORD	ordinary	NCRP.	non-cumulative redeemable preference
RED	redeemable	PARP	participative preference
S₽€	special

ntaile, af charac iccuad

Details of shares issued.
class of share	number issued	amount (if any) paid, or agreed to be considered as paid, per share	amount unpaid (if any), per share
Ordinary Shares	11,400,000	ISO.50	'Nil

Have all shares been issued for cash only? Yes $\boxed{\mathbf{x}}$ $\mathbf{1}$ If Yes, lodge this form. No other forms are required.

Nο
lf Nin	COD

If No, see item 2

$No \Box$ $\overline{2}$ Were some or all of the shares issued under a written contract Yes $\Box$ If Yes, Proprietary companies must also lodge a Form 207Z certifying that all stamp duties have been paid. Public companies must also lodge a form 207Z and either a Form 208 or a copy of the contract. If No. Public companies must also lodge a Form 208.

Signature

I certify that the information in this form is true and complete.

print name Anne Adaley

capacity Company Secretary

mins

The time actually spent reading the

instructions, working on the question and obtaining the information The time spent by all employees in collecting and providing this

Small Business (less than 20 employees),

to complete this form

information

hrs

Include

please provide an estimate of the time taken

Annexure