LEGEND MINING LIMITED — Capital/Financing Update 2005

Apr 25, 2005

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

Legend Mining Limited

ABN

22 060 966 145

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 issued
• Number of 'securities issued or to $\overline{2}$ 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 securities. *convertible the conversion price and dates for conversion)

• Ordinary Shares

Options $2¹$

1. 20,000,000 Ordinary Shares 2. 17,200,000 Options

$1. N/A$

$2(a)$ 14,000,000 Options exercisable at \$0.20 each expiring 20 April 2007 1,000,000 Options exercisable at $2(b)$ \$0.20 each expiring 20 April 2007 2,000,000 Options exercisable at $2(c)$ \$0.10 each expiring 7 February 2008 200,000 Options exercisable at $2(d)$ \$0.20 each expiring 30 July 2007.

⁺ 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 extent to which they the ۰ 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	Yes 1. 2. Options do not rank equally unless converted into ordinary shares
5.	Issue price or consideration	10.77 cents per share. 1.
		Nil 2.
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Funding Gidgee exploration activities 1. and working capital. 2(a) Funding Gidgee exploration activities and working capital. 2(b) Findlay & Co. Stockbrokers Ltd the issue of 1,000,000 Options exercisable at \$0.20 each expiring 20 April 2007, as broker fee. $2(c)$ Findlay & Co Stockbrokers Ltd the issue of 2,000,000 Options exercisable at \$0.10 each expiring 7 February 2008, as broker fee for February 2005 placement. 2(d) Options issued under the Employee Share Option Plan.
7	Dates of entering "securities into	27 April 2005
	uncertificated holdings or despatch of certificates
		Number * Class
8	Number *class of and all	278,416,494 Ordinary Shares.
	*securities quoted ASX. $_{\odot}$ (including the securities in clause 2 if applicable)	LEGO - Options 36,174,207 exercisable at \$0.15 each expiring 30 April

• See chapter 19 for defined terms.

each expiring 30 April

2005.

		Number	+ Class
9.	Number and + class οf all *securities not quoted on ASX (including the securities in clause 2 if applicable)	75,000,000	Ordinary Shares (Escrow)
		15,000,000	Options exercisable at \$0.20 each expiring 20 April 2007
		2,000,000	Options exercisable at \$0.10 each expiring 7 February 2008
		1,350,000	LEG11A – Directors $&$ employee Options exercisable at \$0.22 expiring 30 May 2006
		1,250,000	LEG7 - Employee Options exercisable at \$0.20 each expiring 30 July 2007
		1,500,000	LEG8 - Directors Options exercisable at \$0.30 expiring 30 July 2009
		75,000,000	Unlisted Options exercisable at \$0.04 each expiring 31 May 2009 (Escrow)
		1	Secured Convertible Note (\$5,000,000 face value) 10% coupon rate expiring 10 November 2006

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

The company does not anticipate paying dividends in the foreseeable future

Part 2 - Bonus issue or pro rata issue

11	holder approval security Is. required?
12	Is the issue renounceable or non- renounceable?
-13	Ratio in which the "securities will be offered
14	+ Class of + securities to which the offer relates

⁺ See chapter 19 for defined terms.

Appendix 3B New issue announcement

15	determine *Record date to. entitlements
16	Will holdings on different registers (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. issue sent new documents
	Note: Security holders must be told how their entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	date for Closing οf receipt acceptances or renunciations

⁺ See chapter 19 for defined terms.

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	any handling Amount of 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 а 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 - Ouotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities (tick one)

$(b)$ 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

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

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

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

³⁵

⁺ See chapter 19 for defined terms.

(now go to $43$ )

⁺ See chapter 19 for defined terms.

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)

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

Number	$-Class$

(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.

Ouotation agreement

• $\mathbf{I}$ *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.

⁺ See chapter 19 for defined terms.

$\bullet$

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.

a
apra ID

Sign here:

(Company secretary)

Date: 26 April 2005

Print name: Andrew Chapman

$\div$ See chapter 19 for defined terms.