LEGEND MINING LIMITED — Capital/Financing Update 2006

Apr 27, 2006

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).

$\mathbf{l}$ ⁺Class of ⁺securities issued or to be issued

Ordinary Shares

• Number of ⁺securities issued or to $\overline{z}$ 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 payment; if +convertible for securities, the conversion price and dates for conversion)

150,000,000 Ordinary Shares

$\bar{x}$

$N/A$

$\boldsymbol{4}$ 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 $\bullet$
• 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 $\bullet$ rank equally, other than in relation to the next dividend, distribution or interest payment
• Issue price or consideration 5
• $\sqrt{6}$ Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)
• $\overline{\overline{7}}$ Dates of entering *securities into uncertificated holdings or despatch of certificates
• Number and *class of all 8 *securities quoted on ASX (including the securities in clause 2 if applicable)

Yes

$N/A$

Quotation sought for shares released from escrow

28 April 2006

Number		*Class
	458,578,322	Ordinary Shares.

		Number	+Class
9	Number + class all and οf *securities not quoted on ASX (including the securities in clause 2 if applicable)	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
		1,000,000	LEG11 - Options exercisable at \$0.22 expiring 30 May 2006
		1,350,000	LEG11A - Directors & employee Options exercisable at \$0.22 expiring 30 May 2006
		50,000	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
		ł	Secured Convertible Note (\$5,000,000 face value) 10% coupon rate expiring 10 November 2006
10.	Dividend policy (in the case of $s$ ). The company does not entiring paying

10 increased capital (interests)

Dividend policy (in the case of $a \mid$ The company does not anticipate paying trust, distribution policy) on the dividends in the foreseeable future

⁺ See chapter 19 for defined terms.

Ħ	security holder approval 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
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 sent new issue documents
	Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.
10	Closing of date fоr receipt acceptances or renunciations

$\bar{z}$

Part 2 - Bonus issue or pro rata issue

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?

	.
Ί
č
	.
	_________ ⇁ .

+ 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)
• 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 conve

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 20 to 43).

⁺ See chapter 19 for defined terms.

38	Number of securities for which + quotation is sought	150,000,000
39.	of + securities for which Class quotation is sought	Ordinary Shares
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 ۰ the which extent $\mathbf{t}$ they	Yes
	participate for the next dividend, (in the case of $\mathbf{a}$ 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 End of restriction period for escrow shares BOW Example: In the case of restricted securities, end of resulction period
	(if issued upon conversion оf another security, clearly identify that other security)
42	Number and + class of all + securities quoted on ASX (including the securities in clause 38)	Number 458,578,322	+ Class Ordinary Shares

$\ddot{\phantom{a}}$

(now go to $43$ )

• See chapter 19 for defined terms.

Entities that have ticked box 34(b)

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,
		Períodic 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

• *Quotation of our additional *securities is in ASX's absolute discretion. ASX may Ţ 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 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 ensity 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.

• 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.
• We give ASX the information and documents required by this form. If any 4 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.

t v _
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Sign here:

Date: 28 April 2006

Print name: Andrew Chapman

(Company secretary)

⁺ See chapter 19 for defined terms.