FINANCIAL REPORT For the Year Ended 30 June 2005

Directors

Trevor Matthews BComm, CPA, ASIA - Managing Director David Prentice GradDip BA, MBA -- Non-executive Director Ken Allen BBus, FAICD, FTNA, FTIA, MTMA - Non-executive Director

Company Secretary

John Coles BComm, GradDip (App Fin & Inv), MBA, CA

Registered Office

48 Lake Street Northbridge WA 6003 Tel: (08) 9228 9742 Fax: (08) 9228 8685 Email: [email protected]

Postal Address

PO Box 312 Northbridge WA 6865

Website www.kalgoorlieboulderres.com.au

Share Registry

Advanced Share Registry Services 110 Stirling Highway Nedlands WA 6909 Tel: (08) 9389 8033 Fax: (08) 9389 7871

Home Stock Exchange

Australian Stock Exchange Ltd Exchange Plaza 2 The Esplanade Perth WA 6000 ASX Code: KAL

Auditors

Ord Partners Level 2 47 Colin Street West Perth WA 6005 Solicitors Gadens Lawyers Level 31 St Martins Tower 44 St Georges Terrace Perth WA 6000

Bankers

National Australia Bank 1232 Hay Street West Perth WA 6005

CORPORATE GOVERNANCE STATEMENT

The Company aspires to best practice levels of corporate governance in accordance with the Principles of Good Corporate Governance and Best Practice Recommendations as issued by the ASX Corporate Governance Council in March 2003. The Company's corporate governance practices are set out below. A copy of the Company's Corporate Governance Statement has been released to the market via the Australian Stock Exchange ('ASX') and is posted on the Company's web site (www.kalgoorlieboulderres.com.au).

The Company does not have any formally constituted committees of the Board. The Board considers that the Company is not of a size nor are its affairs of such complexity to justify formation of separate or special committees. The Board as a whole addresses the governance aspects of the full scope of the company's activities.

The Board will formally review the advisability of establishing standing or temporary committees each year taking into account its current operations and expectations for changes in the nature and scope of its activities.

Principle 1: Lay Solid Foundation for Management and Oversight

The Board's role is to govern the company whilst the executive management is responsible for the management of the company in accordance with the direction of the Board. The Board has responsibility for, and has the authority to determine, all matters relating to policies, practices, management and operations of the Company. The Board has the final responsibility for the successful implementation of the strategies, and the ongoing operations and performance of the company.

Without limiting the generality of that stated role, the matters reserved specifically for the Board includes:

Determining the vision and objectives of the Company.
Approving and fostering an appropriate culture for the Company that is directly aligned to its values, strategies and objectives.
Identifying all areas where written board policy is required, determining the policies, and overseeing the implementation and monitoring of compliance, including policy in relation to occupational health, safety and environment, code of conduct, related party transactions, and trading in the company's securities.
Formulating short term and long terms strategies to enable the Company to achieve its objectives, and ensuring adequate resources are available to meet strategic objectives.
Approving the annual operating and capital budgets, and variations thereto, ensuring they are aligned with the company's strategic objectives.
Reviewing annually the progress and performance of the Company towards meeting its objectives.
Approving and monitoring the progress of major capital expenditure, capital management, and acquisitions and divestitures.
Identifying other material business risks pertaining to the Company's operations, and to develop and implement strategies to manage these risks, and internal control systems to monitor compliance with and the effectiveness of these strategies.
Reviewing periodically the process, outcomes and effectiveness of the Company's decisions and strategies, and ensuring that valuable lessons are identified, and absorbed into the process and framework for making future decisions.
Approving processes, procedures and internal control systems to ensure that the Company's financial results are reported on a timely and accurate basis.
Appointing and approving the terms and conditions of the appointment of the Managing Director and senior executives.

CORPORATE GOVERNANCE STATEMENT

Ratifying the appointment and approving the terms and conditions of appointment of the Chief Financial Officer and Company Secretary.
Establishing and determining the powers and functions of the committees of the Board. including the Audit and Risk Management Committee, the Remuneration Committee and the Nomination Committee. Consider the reports from these Committees and the recommendations made.
Reviewing and providing feedback on the performance of the Managing Director and Chief Financial Officer.
Authorise expenditure approval limits for the Managing Director, and authorise expenditure in excess of these discretionary limits.
Determining, implementing and monitoring procedures to ensure that the ASX is promptly and adequately informed of all matters considered to be material, in accordance with the continuous disclosure obligations.
Reviewing the performance of the Board, individual directors and board committees.
Encouraging effective communication between the Company and its shareholders, employees and the general public.
Establishing and encouraging effective communication channels between the company and shareholders and other parties having legitimate interests that may be effected by the Company's activities.
Authorising the issue of securities and instruments of the Company.
Monitoring developments in the Company's industry and general operating environment.
Approving the Half-yearly and Annual Financial Reports, Annual Report, notice of general meeting, and profit and dividend announcement.

The Board delegates responsibility for the day-to-day management of the Company and its operations to its Managing Director and senior management. The delegation of authority includes responsibility for:

Formulating with the Board, the vision, strategies, business plans and budgets, and, to the extent approved by the Board, implementing these plans, budgets and strategies.
Operating the Company's businesses within the parameters and having regard to the policies set by the Board from time to time, and keeping the Board informed of material developments in relation to those businesses.
Where proposed transactions, commitments or undertakings exceed the parameters set by the Board, referring the matter to the Board for its consideration and approval.
Identifying material business risks, formulating strategies in conjunction with the Board or the Audit and Risk Management Committee to manage the risks, and monitoring effectiveness of the management process and reporting to the board and Audit and Risk Management Committee.
Developing and managing financial reporting and internal control and monitoring systems to ensure that they are efficient and effective, and provide adequate and timely financial information pertaining to the performance, condition, and prospects of the company.
Implementing and monitoring compliance with the policies, processes and codes of conduct approved by the Board.
Negotiating the terms and conditions of appointment of senior executives for Board approval, appointing the senior management team, and endorsing the terms and conditions of appointment of all other staff members.
Implementing and monitoring compliance with policies, processes and procedures for the management and development of the Company's human resources, including the corporate culture and ethics.
Providing strong leadership to, and effective management of, the Company in order to:
encourage co-operation and teamwork
- build and maintain staff morale at a high level

CORPORATE GOVERNANCE STATEMENT

build and maintain a strong sense of staff identity with, and a sense of allegiance to, the company.
. Ensuring that all matters requiring review or approval by the Board are raised with sufficient supporting information and advance notice to allow proper consideration by the Board.
Report to the Board on a monthly basis, or other agreed time frame considered to be appropriate by the Board, the performance of all parts of the business against budget.

Principle 2: Structure the Board to Add Value

The Board of Directors consists of the Managing Director and two non-executive Directors.

As an exploration company, the Directors have taken an equity position to provide funding support and directors' emoluments have been at the lower end of the scale. This has assisted in providing confidence to investors as to the focus and commitment of the Board to achieve its objectives, and to keep costs down. Consultancy arrangements with directors on an as needed basis have also assisted the Company to access required skills and to keep the cost structure flexible and competitive.

The need for access to supporting equity and skills as required, and a flexible cost structure have been greater imperatives for the Company as an exploration company, than the largely mutually exclusive concept of independence, which is much more relevant to larger corporations with substantial workforces.

However, as the Company moves towards becoming a producer, the concept of independence will become more relevant. The access to director skills on a consulting basis will largely be replaced by full time executives. However, the equity holdings of certain directors, and periodic consultancy arrangements may remain.

Whilst the Company will progressively increase the independence of its directors over time, compliance with the best practice in this area is not considered a current imperative, due to the additional direct cost of employing such directors, the view that there would not be an increase in board skills (only independence), and the risk that inefficiency will occur in the board decision making process whilst the independent directors become familiar with the Company's business.

David Prentice is considered to be an independent director.

The Board considers that an independent director is a non-executive director who also:

Is not a substantial shareholder of the company or an officer of, or otherwise associated $\bullet$ directly with, a substantial shareholder of the company.
Within the last 3 years has not been employed in an executive capacity by the company or another group member, or been a director after ceasing to hold any such employment.
Within the last 3 years has not been a principal of a material professional adviser or a material consultant to the company or another group member, or an employee materially associated with the service provider.
Is not a material supplier or customer of the company or other group member, or an officer of or otherwise associated directly or indirectly with a material supplier or customer.
Has no material contractual relationship with the company or another group member other than as a director of the company.
Has not served on the board for a period that could, or could reasonably be perceived to, materially interfere with the director's ability to act in the best interests of the company.

CORPORATE GOVERNANCE STATEMENT

Is free from any interest and any business or other relationship that could, or could reasonably be perceived to, materially interfere with the director's ability to act in the best interests of the company.

The existence of specific relationships does not automatically mean that a Director has lost the ability and willingness to operate independently and objectively and to challenge the Board and management.

The following relationships exist:

Mr Matthews, Mr Prentice and Mr Allen are shareholders of the Company.
Mr Matthews is the Managing Director of the Company.
Contango Consulting Pty Ltd, a company controlled by Mr Matthews, has agreed to provide executive services by Mr Matthews to the Company.
Mr Matthews is a director of Ronin Management Pty Ltd and holds 33.3% of the issued capital of the company. Ronin Management Pty Ltd was a corporate advisor to the Company during the IPO.
Mr Prentice is the Chief Executive Officer of Gadens Lawyers, the solicitors to the Company in relation to the IPO.
Mr Allen is the son of Mr Royce Allen who vended assets into the Company and who is a substantial shareholder in the Company.

One third of the Directors, other than the Managing Director, are subject to re-election at each annual general meeting. A Director must retire from office at the conclusion of the third annual general meeting after which the Director was elected or re-elected. The Directors may appoint a person to be a Director, but any Director so appointed holds office only until the next following general meeting and is then eligible for re-election. The respective dates of appointment of each of the directors is set out below:

Name	Date Appointed
Mr Trevor Matthews	14 January 2005
Mr David Prentice	14 January 2005
Mr Kenneth Allen	14 January 2005

An independent review of the conduct of the performance of each Director, and the Board as a whole has not been undertaken during the past year.

The Board schedules meetings to occur in each calendar month, and holds as many additional meetings as the operations of the Company may require. The number of meetings of the Company's Board of Directors is disclosed in the Directors' Report.

Principle 3: Promote Ethical and Responsible Decision-Making

In accordance with the Corporations Act 2001 and the Company's constitution, Directors must keep the Board advised, on an ongoing basis, of any interest that could potentially conflict with those of the Company.

All Directors and officers of the Company are expected to act with the utmost integrity and objectivity, striving at all times to enhance the reputation and performance of the Company.

The Company's share trading policy prohibits Directors, senior managers, employees and related parties from trading in the Company's securities while in possession of unpublished price sensitive information. All Directors and employees are required to ensure that all transactions in the Company's securities comply with the Australian Corporations Act and Regulations

CORPORATE GOVERNANCE STATEMENT

(particularly the insider trading provisions), and the ASX Listing Rules (particularly the continuous disclosure requirements).

Directors and employees are prohibited in engaging in short term trading in the Company's securities. Directors and senior management are prohibited from trading in the Company's securities without first obtaining clearance before commencing the transaction.

Principle 4: Safeguarding Integrity in Financial Reporting

No separate audit committee has been appointed and, therefore, all Directors participate in this role.

As part of the finalisation of the half-yearly and annual accounts, the Chief Financial Officer reviews with the Directors, all issues of relevance in preparing the accounts including the impact of changed in Accounting Principles and carrying value of assets.

The Chief Executive Officer and the Chief Financial Officer are required to state in writing that the Company's Financial Reports present a true and fair view in all material respects of the Company's financial condition and operational results in accordance with relevant accounting standards.

After completion of the half-yearly review and the annual statutory audit, a meeting takes place between the external auditors, the Board and management of the Company. Andit recommendations, internal control matters and any other matter arising from the audit are reviewed and discussed. Recommendations from the auditors are considered, and if deemed appropriate, implemented.

If necessary, the Directors also meet separately with the auditors to discuss any matters raised by them in relation to the management of the Company.

The Directors review the performance of the external auditors on an annual basis and meet with them at least twice during the year. Ord Partners were appointed in 2004. The lead external audit engagement partner is being rotated off at least every 5 years.

An analysis of fees paid to the external auditors, including a breakdown of fees for non audit services, is provided in the notes to the financial statements. It is the policy of the external auditors to provide an annual declaration of their independence to the Board.

Principle 5: Make Timely and Balanced Disclosure

The Company has a comprehensive disclosure policy to comply with the ASX Listing Rules regarding the public disclosure of material information.

The Board delegated the responsibility of ensuring the Company complied with the continuous disclosure requirements of the ASX Listing Rules and the Corporations Act to Trevor Matthews, the Managing Director. All Directors are consulted prior to any market release to ASX. Mr Matthews' role includes responsibility for overseeing the co-ordination of information disclosure to ASX, analysts, brokers, shareholders, the media and the public.

All material information concerning the Company, including its financial position and performance, ownership and governance, are posted on the Company web site to ensure all stakeholders have equal and timely access.

CORPORATE GOVERNANCE STATEMENT

Principle 6: Respect the Rights of Shareholders

The Board recognises its responsibility to ensure that its shareholders are informed of all major developments affecting the Company.

The Company's Annual Report is the main communication document provided to shareholders following the end of each financial year. In addition to meeting all statutory requirements set by the Corporations Act and the ASX Listing Rules, the Annual Report contains information that is aimed at assisting shareholders to understand how the Company's operational and financial results were achieved, changes in the state of affairs of the Company and details of future developments and expected results.

All shareholders receive a copy of the Company's Annual Report and both the Annual and Halfyearly Reports are posted on the Company's web site. Quarterly reports are prepared in accordance with ASX Listing Rules and a copy is posted on the Company's web site.

Requiar updates on operations and any major developments affecting the Company are provided via ASX market releases and a copy is posted on the Company's web site.

The Company's Corporate Governance Statement which contains all relevant Company policies is posted on the Company's web site. The Corporate Governance Statements includes the Company's Board Charter, Risk Management and Compliance Policy, Remuneration Statement, Corporate Code of Conduct, Health, Safety and Environment Policy, Code of Conduct for Company Directors and Senior Executives, Board Performance Evaluation, Continuous Disclosure Policy, Shareholder Communications Policy, and Share Trading Policy and Guidelines.

The Company is in the process of upgrading its web site.

The Company convenes an Annual General Meeting ('AGM') each year for which notice is sent to all shareholders. In preparing for the AGM, the Company drafts the notice of meeting and related explanatory information so that they provide all the information that is relevant to shareholders in making decisions on matters to be voted on by them at the meeting.

The Board encourages full participation of shareholders at the AGM to ensure a high level of accountability and identification with the Company's strategy and goals. The Company uses the AGM as a tool to effectively communicate with shareholders and allow shareholders a reasonable opportunity to ask questions of the Board and to otherwise participate in the meeting.

The external auditor is requested to attend the AGM and be available to answer shareholder questions about the conduct of the audit and the preparation and content of the audit report.

Shareholders may at any time direct questions or requests for information to directors through the Company's website or by contacting the Company using any of the contact options provided on the Company's website.

Principle 7: Recognise and Manage Risk

The Board is responsible for ensuring that risks are identified and monitored. The discharge of this responsibility is assisted by the adoption of a risk management policy and the implementation of a sound system of internal controls and procedures as overseen by the Board.

Management is responsible for the development of risk mitigation plans and the implementation of risk reduction strategies. The annual business planning process includes careful consideration

CORPORATE GOVERNANCE STATEMENT

of internal and external risk profile of the Company. Senior managers report monthly to the Board on the areas they are responsible for, including key business risks.

The key risk for the Company is exploration success.

The issue with exploration is one of balancing the potential rewards with the cost of information and the cost of drilling. The Company employs a number of strategies to mitigate its risks including acquiring multi client geophysical data to better define exploration targets The Company utilises industry standard software to evaluate prospect economies. Another way in which the Company manages its exploration risk is by peer review of prospects both internally and by consultants..

The Board is responsible for approval of acquisition and disposal of exploration and development interests. The Board is also responsible for asset protection and potential liabilities via insurance.

The Company has in place internal control processes, and undertakes such modifications as are necessary to ensure reasonable levels of control are maintained.

Authorisation of equity raisings, entering into debt facilities and major capital expenditure or commitments requires Board approval. All routine operating expenditures are the responsibility of management in accordance with programmes and budgets approved by the Board.

The Company does not have an internal audit function. The Board considers that the Company is not of a size nor are its affairs of such complexity to warrant an internal audit function. The Board as a whole addresses the governance aspects of the full scope of the company's activities. In relation to its responsibilities the Board's consideration includes the following:

Review of internal controls and recommendations of enhancements.
Monitoring of compliance with the Corporations Act, ASX, Australian Taxation Office and Australian Securities and Investment Commission requirements.
Improving the quality of the management and accounting information.
Follow-up and rectification by management of deficiencies or breakdown in controls and procedures.

Principle 8: Encourage Enhanced Performance

The Board is of the view that the Directors have the knowledge and information to discharge their responsibilities. The performance of the Managing Director and Company Secretary is reviewed annually by Chairman, or in their absence, the Board.

Principle 9: Remunerate Fairly and Responsibly

The full Board acts as the remuneration committee. The objective of the Company's executive remuneration framework is to ensure reward for performance is competitive and appropriate for the results achieved. The framework aligns executive reward with the achievement of strategic objectives and the creation of value for shareholders. The Board endeavours to ensure that executive reward satisfies the following key criteria for good reward governance practices:

Competitive and reasonable.
Acceptability to shareholders.
Performance linkage/alignment of executive compensation.
Transparency.
Capital management.

CORPORATE GOVERNANCE STATEMENT

The Board recognises that the attraction and retention of high calibre executives is critical to generating shareholder value.

The Company's policy for determining the nature and amount of emoluments of board members and senior executives of the company is assessed annually and are set by reference to the mineral exploration industry market place and are not directly linked to the company's performance.

Directors Remuneration

The constitution of the Company provides that Directors may be paid as remuneration for their services an amount determined by the Board not exceeding an amount fixed by the Company in general meeting (currently \$250,000).

Managing Director's Remuneration

The constitution of the Company provides that the managing director of the Company receives such remuneration as the Board may determine. The Company has entered into an agreement with Contango Consulting Pty Ltd, a personally-related entity of Trevor Matthews, for the provision of executive services. The term of the agreement is indefinite with an annual fee of \$120,000 (exclusive of GST).

The amount of remuneration for all Directors and the five highest-paid executives, including all monetary and non-monetary components, are detailed in the Note 5 to the financial report. All remuneration paid to executives is valued at the cost to the Company and expensed.

Principle 10: Recognise the Legitimate Interests of Stakeholders

The Board recognises that the Company's relationship with its stakeholders is central to its success.

The Company recognises the legal and other interests of stakeholders including:

Regulators $\bullet$
Native title groups
Shareholders
Employees
Consultants, contractors and suppliers

The Board has adopted a corporate code of conduct, a copy of which is included in the Company's Corporate Governance Statement which is posted on the Company's web site, which instructs all Company directors and employees to strive to be honest and fair in all dealings with all stakeholders.

DIRECTORS' REPORT

Your directors present their report on the company for the financial year ended 30 June 2005.

Directors

The names of directors in office at any time during or since the end of the year are:

Name	Appointed	Resigned
Mr Julian Grill		4 February 2005
Mr Chadwick Everett		4 February 2005
Mr Mark Sampson		4 February 2005
Mr Trevor Matthews	14 January 2005
Mr Kenneth Aflen	14 January 2005
Mr David Prentice	14 January 2005

Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.

Company Secretary

John Coles Qualifications: BComm, GradDip (App Fin & Inv), MBA, CA.

Mr Coles was appointed to the position of Company Secretary in 2005. He is a Chartered Accountant with over 20 years' corporate, finance and company secretarial experience, both domestically and within the UK.

Principal Activities

The principal activities of the Company during the financial year was mineral exploration. There were no significant changes in the nature of the Company's principal activities during the financial year.

Operating Result

The loss of the Company after providing for income tax amounted to \$202,667 (2004: \$5,412).

Dividend Paid or Recommended

No dividends have been paid or declared by the Company.

Review of Operations

The Company successfully listed on ASX (ASX code: KAL) on 20 April 2005 raising \$3.2 million through the issue of 16 million shares at 20c each.

The Company immediately commenced exploration though a reverse circulation drilling program at its wholly owned Jackpot Project located 6km northeast of Coolgardie, WA. The drill-hole program was designed to infill existing drilling and confirm continuity of shallow mineralisation within the extents of the planned Stage 1 pit. A further drilling programme has commenced in September 2005 to better understand the controls on mineralisation prior to a decision to develop the Stage 1 pit.

The Company acquired strategic holdings in tenements with existing uranium mineralisation. The spot price for uranium has doubled in the last two years and most commodity analysts are bullish

DIRECTORS' REPORT

on the outlook for uranium. The Scotiabank Group recently stated: 'uranium prices are continued to frend higher: spot U₃O₈ rose from an average of US\$21.40 per pound in February to US\$22.00 in March and to US\$23.50 on April 18. Prices were only US\$17.60 a year earlier and US\$10.30 two years ago. We continue to rank uranium as a top commodity-pick over the balance of the decade.' The spot price for uranium now exceeds US\$29.00 per pound at the time of writing this report.

Financial Position

The net assets of the Company have increased by \$4,424,162 from a deficiency of \$5,332 at 30 June 2004 to \$4,418,830 at 30 June 2005.

The Company is in a strong financial position and has no interest-bearing liabilities and a healthy working capital ratio. The Company's working capital, being current assets less current liabilities, has improved from a working capital deficiency of \$102,430 to a working capital surplus of \$2,420,463.

During the past year the Company acquired numerous tenements and invested in exploration and evaluation of these tenements. The Company has also expended funds in moving towards production on its Jackpot project.

The directors believe the Company is in a strong and stable financial position to consolidate its financial position, and to expand and grow its current operations.

Significant Changes in State of Affairs

The following significant changes in the state of affairs of the Company occurred during the financial vear:

$(i)$ The Company was admitted to the ASX Official List and its shares were quoted on the Australian Stock Exchange on 20 April 2005.
$(ii)$ The Company raised \$3,200,000 through the issued 16,000,000 ordinary fully paid ordinary shares at 20 cents each under a prospectus dated 22 February 2005.
The Company issued 5,775,000 ordinary fully paid ordinary shares at 20 cents per $(iii)$ share, 5,000,000 2008 20 cent options, and paid \$485,800 in consideration for the purchase by the Company of assets, including gold rights, mining tenements, tenement applications, and exploration licences.
The Company issued 3,500,000 ordinary fully paid ordinary shares for nil consideration $(iv)$ to the former shareholders of the Company and to the current directors of the Company.
The Company raised \$570,000 in seed capital through the issue of 5,700,000 fully paid $(v)$ ordinary shares at 10 cents per share.
The Company raised \$25,000 through the issue of 2,500,000 fully paid ordinary shares $(vi)$ at 1 cent per share to the promoters of the Company with regards to the IPO.
(vii) The Company entered into an option agreement for a six year period which, following payment of the exercise consideration, will give the Company a 90% interest in the Lyndon Uranium Project. In consideration for granting the option, the Company paid a sum of \$25,000 and must pay the sum of \$25,000 on each anniversary of the execution

DIRECTORS' REPORT

(viii) The company made priority applications for three Exploration Licences in the Gascoyne Mineral Field that are prospective for uranium mineralisation

After Balance Date Events

On 15 July 2005, the Company and Cazaly Resources Ltd (ASX code: CAZ) announced that they had recently concluded a Strategic Alliance and Data Co-operation Agreement. The Agreement is aimed at ensuring maximum value is obtained from the uranium exploration projects held by each company.

On 12 August 2005, the Company announced it had made applications for an additional six exploration licences in the Gascoyne region of Western Australia and a single application in the Port Lincoln area of South Australia. These exploration licences complement the previous acquisitions of the Lyndon prospect and Eudamullah and Winmar Creek applications also located in the Gascoyne region.

The Company entered into an agreement to acquire prospecting licences 24/3880 to 24/3899 which adjoin the Company's Broad Arrow Project. Consideration for the acquisition consists of \$85,000 in cash which has been paid and the issue of 375,000 fully paid ordinary shares to the vendors on 21 April 2006.

Other than stated above, no matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years.

Future Developments, Prospects and Business Strategies

To further improve the Company's financial performance and financial position, and thereby shareholder wealth, the following strategies and developments are intended to continued in the near future:

(i) Continue to work towards production on the Company's Jackpot project.
(ii) Continue the exploration and evaluation of the Company's other projects, Broad Arrow, Dunnsville, Clinker Hill, Lake Johnston, and Siberia. Plans for the commencement of drilling at Broad Arrow are currently being developed.
(iii) Commence the exploration and evaluation of the Company's uranium prospects and to continue to explore the Company's increased exposure to the uranium industry.
(iv) Continue to explore new business opportunities which includes the extraction of the maximum benefit from the Company's current assets.

These strategies and developments are expected to assist in the achievement of the Company's long-term goals and development of new business opportunities.

Environment Issues

The Company's exploration activities are subject to various environmental laws and regulations under Commonwealth and State Legislation. The Company has adequate systems in place for the management of its environmental obligations. The directors are not aware of any breaches of the legislation during the financial year which are material in nature.

DIRECTORS' REPORT

Information on Directors

Trevor Matthews	ш.	Managing Director
Qualifications		BComm, CPA, ASIA
Experience		Board member since 14 January 2005. Over 20 years experience in the exploration and mining industry. Held executive positions in North Ltd and Western Mining Corporation, financial controller for Lone Star Exploration NL, chief financial officer, company secretary and director of Preston Resources Ltd (now Chrome Corporation Ltd).
Interest in Shares and Options	÷	of Kalgoorlie-Boulder 1,211,681 Ordinary Shares Resources Ltd and 500,000 30 cent Options expiring 31 July 2008.
Directorships held in other listed entities	$\cdots$	Current director of Chrome Corporation Ltd (since July 2001) and Murchison Metals Ltd (since April 2005).
David Prentice	$\overline{\phantom{0}}$	Non-Executive Director
Qualifications	$\overline{\phantom{0}}$	GradDip BA, MBA
Experience	$\cdots$	Board member since 14 January 2005. Over 19 years experience in commercial management and business development within the natural resources sector, working for some of Australia's leading resource companies. Currently the chief executive officer of Gadens Lawyers (Western Australia).
Interest in Shares and		Shares Kalgoorlie-Boulder 350,000 Ordinary of
Options Directorships held in other listed entities		Resources Ltd Currently director of Gleneagle Gold Ltd (since February 2003).
Kenneth Allen	-	Non-Executive Director
Qualifications	i.	BBus, FAICD, FTNA, FTIA, MTMA
Experience		Board member since 14 January 2005. Principal of his own accounting practice providing strategic and business advice to principally to the mining and related services industry with over 22 years experience in public practice.
Interest in Shares and Options		Kalgoorlie-Boulder 250,000 Ordinary Shares of — Resources Ltd
Directorships held in other	÷	Has held no directorships in any listed company during
listed entities		the past three years.
Julian Grill		Non-Executive Director
Qualifications		LLB, JP
Experience		Board member from 20 October 2003 until 4 February 2005. Specialised in Mining and Resource related law after being admitted to the Bar in 1966. Represented the mining region of Eastern Goldfields in the Legislative Assembly of the Western Australian Parliament for twenty-four years from 1977 until 2001.
Interest in Shares and Options	-	1,125,133 Ordinary Shares of Kalgoorlie-Boulder Resources Ltd and 1,500,000 30 cent Options expiring 31 July 2008.
Directorships held in other listed entities		Currently director of Regal Resources Ltd (since September 2003)

DIRECTORS' REPORT

Chadwick Everett Qualifications Experience	-	Non-Executive Director No formal qualifications. Board member from 20 October 2003 until 4 February 2005. Over 30 years in the mining industry in various operational positions.
Interest in Shares and Options		625,134 Ordinary Shares of Kalgoorlie-Boulder Resources Ltd and 1,500,000 30 cent Options expiring 31 July 2008.
Directorships held in other listed entities		Has held no directorships in any listed company during the past three years.
Mark Sampson	$\overline{a}$	Non-Executive Director
Qualifications	سد	No formal qualifications.
Experience		Board member from 20 October 2003 until 4 February 2005. Over 19 years in the mining industry with 15 years in the Goldfields region. Held a variety of positions from Mining Engineer through to Mining Management.
Interest in Shares and Options		625,133 Ordinary Shares of Kalgoorlie-Boulder Resources Ltd and 1,500,000 30 cent Options expiring 31 July 2008.
Directorships held in other listed entities		Has held no directorships in any listed company during the past three years.

REMUNERATION REPORT

This report details the nature and amount of remuneration for each director of Kalgoorlie-Boulder Resources Ltd, and for the executives receiving the highest remuneration.

Remuneration Policy

Due to its size, the Company does not have a remuneration committee.

The Company's policy for determining the nature and amount of emoluments of board members and senior executives of the Company is assessed annually and are set by reference to the mineral exploration industry market place and are not directly linked to the Company's performance.

Directors Remuneration

The constitution of the Company provides that directors may be paid as remuneration for their services an amount determined by the Board not exceeding an amount fixed by the Company in general meeting (currently \$250,000).

Managing Director's Remuneration

The constitution of the Company provides that the Managing Director of the Company receives such remuneration as the Board may determine. The company has entered into an agreement with Contango Consulting Pty Ltd, a personally-related entity of Trevor Matthews, for the provision of executive services. The term of the agreement is indefinite with an annual fee of \$120,000 (exclusive of GST). Either party may terminate the executive services agreement by giving one month written notice to the other party. The executive services agreement does not provide for any termination payments.

DIRECTORS' REPORT

All remuneration paid to directors and executives is valued at cost to the company and expensed.

Details of Remuneration for Year Ended 30 June 2005

The remuneration for each director and each of the five executive officers of the Company receiving the highest remuneration during the year was as follows:

	Fees 3	Equity \$	Total S
Directors
Julian Grill
Chadwick Everett
Mark Sampson
Trevor Matthews	45,000	100,000	145,000
Kenneth Allen	9,000	50,000	59,000
David Prentice	9,000	50.000	59,000
	63,000	200,000	263,000
Specified Executives
John Coles	26.180		26.180

Meetings of Directors

During the financial year, four meetings of directors were held. Attendances by each director during the year were as follows:

	Directors' Meetings
	Number eligible to attend	Number attended
Julian Grill
Chadwick Everett
Mark Sampson
Trevor Matthews	4	4
David Prentice	4	4
Kenneth Allen	4

Indemnifying Officers or Auditor

The Company's constitution provides that, subject to and so far as permitted by the Corporations Act 2001, the Company must, to the extent the person is not otherwise indemnified, indemnify every officer of the Company out of the assets of the Company to the relevant extent against any liability incurred by the officer in or arising out of the conduct of the business of the Company or in or arising out of the discharge of the duties of the officer.

Other than the above, no indemnities have been given or insurance premiums paid, during or since the end of the financial year, for any person who is or has been an officer or auditor of the Company.

Options

During or since the end of the financial year, the Company has granted:

5,000,000 options over unissued ordinary shares as vendor consideration under the Sale $\bullet$ Agreement between Royce William Allen and the Company dated 28 May 2004. The

DIRECTORS' REPORT

options may be exercised in whole or in part at any time before 31 July 2008 with an exercise price of 20 cents per option; and

6,000,000 options over unissued ordinary shares to the previous shareholders of the Company. 1,500,000 options were issued to each of Julian Grill, Mark Sampson, Chad Everett and Ronin Management Pty Ltd. The options may be exercised in whole or in part at any time before 31 July 2008 with an exercise price of 30 cents per option.

As at the date of this report there were 11,000,000 unissued ordinary shares under option.

Proceedings on Behalf of Company

No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings.

The Company was not a party to any such proceedings during the year.

Non-audit Services

The board of directors is satisfied that the provision of non-audit services during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the services disclosed below did not compromise the external auditor's independence as the nature of the services provided did not compromise the general principles relating to auditor independence as set out in the Institute of Chartered Accountants in Australia and CPA Australia's Professional Statement F1: Professional Independence.

The following fees for non-audit services were paid/payable to the external auditors during the year ended 30 June 2005:

S Investigating Accountants Report 7.838

Auditor's Independence Declaration

The lead auditor's independence declaration for the year ended 30 June 2005 has been received and can be found on page 16.

Signed in accordance with a resolution of the Board of Directors.

Trevor Matthews Managing Director

Dated this

day of SEPTEMBER

2005.

29^th September 2005

The Board of Directors Kalgoorlie-Boulder Resources Ltd 47, Lake Street NORTHBRIDGE WA 6003

Dear Sirs

KALGOORLIE-BOULDER RESOURCES LTD

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Kalgoorlie-Boulder Resources Ltd.

As partner for the audit of the financial statements of Kalgoorlie-Boulder Resources Ltd for the year ended 30 June 2005, I declare that to the best of my knowledge and belief, there have been no contraventions of:

The auditor independence requirements of the Corporations Act 2001 in $\bullet$ relation to the audit; and
Any applicable code of professional conduct in relation to the audit. $\hat{\mathbf{e}}$

Yours sincerely ORD PARTNERS

Ian Keith Macpherson Partner

PARTNERS CHARIBRIDACCOUNTANIS

Ian K Macpherson CA

Robert W Parker CA

Cralg A Vivian CA

Manazarta (

Level 2, 47 Colin Street West Perth WA 6005

PO Box 359 West Perth WA 6872

■ +61 8 9321 3514 ■ +61 8 9321 3523

[email protected] www.ordgroup.com.au

STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2005

	Note	2005 \$	2004 S
Revenue from ordinary activity	2	31,929
Depreciation and amortisation expense	3	(1,297)	(242)
Occupancy expenses		(17,087)
Promotional expenses		(11, 384)
Consultancy expense	3	(90,000)
Other expenses from ordinary activities	3	(114, 828)	(5,170)
Loss from ordinary activities before income tax expense		(202, 667)	(5, 412)
Income tax expense relating to ordinary activities	4
Net loss from ordinary activities after related income tax expense attributable to members of the Company		(202, 667)	(5, 412)
Total changes in equity other than those resulting from transactions with owners as owners		(202, 667)	(5, 412)

Basic earnings per share (cents per share)		(2.1)	(1, 353.0)
Diluted earnings per share (cents per share)	7	(2.1)	(1,353.0)

The accompanying notes form part of these financial statements.

STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2005

Current Assets Cash assets 8 2,424,449 80 9 3,794 Receivables 142,630 10 Other 7.844 852 Total Current Assets 4,726 2,574,923 Non-Current Assets Exploration and evaluation expenditure 11 1,924,480 96,128 12 Plant and equipment 62.887 13 Other financial assets 11,000 Intangible assets 14 970 Total Non-Current Assets 97,098 1,998,367 Total Assets 101,824 4,573,290 Current Liabilities Pavables 15 154,460 107,156 Total Current Liabilities 107,156 154,460 Total Liabilities 154,460 107,156 Net Assets/(Liabilities) (5, 332) 4,418,830 Equity Contributed equity 16 4,625,629 80 17 1,280 Reserves 18 Accumulated losses (208, 079) (5, 412) Total Equity/(Deficiency of Equity) 4,418.830 (5, 332)	Note	2005 S	2004 S

The accompanying notes form part of these financial statements.

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2005

	Note	2005 5	2004 S
Cash Flows From Operating Activities
Payments to suppliers and employees Interest received		(330, 853) 31,929	(4, 963)
Net cash provided by/(used in) operating activities	21	(298, 924)	(4, 963)
Cash Flows From Investing Activities
Purchase of plant and equipment		(64, 184)
Purchase of tenements		$(481, 027)$ $(57, 588)$
Exploration and evaluation expenditure		(192, 325)	(38, 541)
Intangibles			(1,212)
Purchase of investments		(9,720)
Net cash provided by/(used in) investing activities		(747, 256)	(97, 341)
Cash Flows From Financing Activities
Proceeds from issue of shares		3,841,000	80
Capital raising costs		(370, 451)	(852)
Proceeds from borrowings			103,156
Net cash provided by/(used in) financing activities		3,470,549	102,384
Net increase in cash held		2,424,369	80
Cash at the beginning of the reporting period		80
Cash at the end of the reporting period	8	2,424,449	80

The accompanying notes form part of these financial statements.

$\mathcal{L}_{\mathcal{A}}$

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED. 30 JUNE 2005

Note 1: Statement of Significant Accounting Policies

The financial report is a general purpose financial report that has been prepared in accordance with Accounting Standards, Urgent Issues Group Consensus Views, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

The financial report covers Kalgoorlie-Boulder Resources Ltd as an individual entity. Kalgoorlie-Boulder Resources Ltd is a listed public company, incorporated and domiciled in Australia.

The financial report has been prepared on an accruals basis and is based on historical costs and does not take into account changing money values or except where stated, current valuations of non-current assets. Cost is based on the fair value of the consideration given in exchange for assets.

The following is a summary of the material accounting policies adopted by the company in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated.

(a) Income Tax

The company adopts the liability method of tax-effect accounting whereby the income tax expense is based on the profit from ordinary activities adjusted for any permanent difference.

Timing differences which arise due to the different accounting period in which items of revenue and expense are included in the determination of accounting profit and taxable income are brought to account as either a provision for deferred income tax or as a future income tax benefit at the rate of income tax applicable to the period in which the benefit will be received or the liability will become payable.

Future income tax benefits are not brought to account unless realisation of the asset is assured beyond reasonable doubt. Future income tax benefits in relation to tax losses are not brought to account unless there is virtual certainty of realisation of the benefit.

The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the company will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

(b) Plant and Equipment

Each class of property, plant and equipment is carried at cost or fair value less, where applicable, any accumulated depreciation.

Plant and equipment

Plant and equipment are measured on the cost basis. The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows which will be received from the assets employment and subsequent disposal. The expected net cash flows have not been discounted to their present values in determining recoverable amounts.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

Depreciation

The depreciable amount of all fixed assets is depreciated on a straight line basis over their useful lives to the company commencing from the time the asset is held ready for use.

The depreciation rates used for each class of depreciable assets are:

Class of Fixed Asset	Depreciation Rate
Plant and equipment	33.3%

(c) Investments

Shares in listed companies held as non-current assets are valued by directors at those shares market value at each balance date. Revaluation increments are recognised in the asset revaluation reserve except that amounts reversing a decrement previously recognised as an expense are recognised as revenues. Revaluation decrements are only offset against revaluation increments relating to the same class of asset and any excess is recognised as an expense.

(d) Exploration, Evaluation and Development Expenditure

Exploration, evaluation and development expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves.

Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Costs of site restoration are provided over the life of the facility from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal, and rehabilitation of the site in accordance with clauses of the mining permits. Such costs have been determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.

Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly the costs have been determined on the basis that the restoration will be completed within one year of abandoning the site.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

(e) Cash

For the purposed of the statement of cash flows, cash includes cash on hand and at call deposits with banks or financial institutions.

(f) Revenue

Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets. Dividend revenue is recognised when the right to receive a dividend has been established. All revenue is stated net of the amount of goods and services tax (GST).

(g) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of position are shown inclusive of GST.

(h) Comparative Figures

Where required by Accounting Standards comparative figures have been adjusted to conform with changes in presentation for the current financial year.

2005	2004
	\$
31,929


	242
1,297	242
90.000

	4,000

	1,170
114,828	5,170
	\$ 1.297 970 5,771 63,000 45,087

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

Note 4: Income Tax Expense	2005 S	2004 \$
The prima facie tax benefit on loss from ordinary activities before income tax is recondited to the income tax as follows:
Prima facie tax benefit on loss from ordinary activities before income tax at 30% (2004: 30%)	(60, 800)	(1,624)
Income tax benefit not brought to account	60,800	1.624

Potential future income tax benefits attributable to tax losses carried forward amounting to approximately \$62,424 (2004; \$1,624) have not been brought to account at 30 June 2005 has not been brought to account as the virtual certainty of the benefit being realised cannot be assured and will be brought to account over future years as and when the virtual certainty criteria is met. The future income tax benefit will only be obtained if:

(a) future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be realised;
(b) the conditions for the deductibility imposed by tax legislation continue to be complied with; and
(c) no changes in tax legislation adversely affect the company in realising the benefit.

Note 5: Directors' and Executives' Disclosures

(a) Names and positions of directors and specified executives in office at any time during the financial year are:

Directors

Mr Julian Grill Mr Chadwick Everett		resigned 4 February 2005 resigned 4 February 2005
Mr Mark Sampson.		resigned 4 February 2005
Mr Trevor Matthews	Managing Director - Executive	appointed 14 January 2005
Mr Kenneth Allen	Director - Non-Executive	appointed 14 January 2005
Mr David Prentice	Director - Non-Executive	appointed 14 January 2005
Specified Executives
Mr John Coles	Company Secretary	appointed 11 February 2005

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

(b) Directors' Remuneration

			Post
	Primary		Employment	Equity
	Salary & Fees S	Superannuation Contribution	Superannuation Contribution	Shares	Total S
Julian Grill
Chadwick Everett
Mark Sampson
Trevor Matthews	45.000			100,000	145,000
Kenneth Allen	9,000			50,000	59,000
David Prentice	9,000			50.000	59,000
	63.000			200,000	263.000

Directors' remuneration for the year ended 30 June 2004 was \$nil.

(c) Specified Executives Remuneration

	Post
	Primary		Employment	Eauitv
	Salary &	Superannuation	Superannuation
	Fees	Contribution	Contribution	Shares	Total

John Coles	26.180	$\overline{\phantom{a}}$	$\blacksquare$		26.180 THE R. P. LEWIS CO., LANSING, MICH. 49-14039-1-120-2

The specified executives remuneration for the year ended 30 June 2004 was \$nil.

(d) Shareholdings

Number of Shares held by Directors and Specified Executives

	Balance		Net
	1 July	Received as	Change	Balance on	Balance
	2004	Remuneration	Other ^*	Resignation	30 June 2005
Directors
Julian Grill	133		1,125,000	1.125.133
Chadwick Everett	134		625,000	625,134
Mark Sampson	133		625,000	625,133
Trevor Matthews		500.000	711.681	$\mathbf{u}$	1.211.681
Kenneth Allen		250,000			250,000
David Prentice		250,000	100,000		350,000
	400	1,000,000	3.186.681	2.375.400	1,811,681

Specified
Executives
John Coles			240.000		240.000

"Net change other refers to shares purchased or sold during the financial year.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

(e) Options

Number of 30 cent Options expiring 31 July 2008, held by Directors and Specified Executives

			Net			Fetai	Total
	Balance	Granted as	Change	Balance on	Balance	Vested	Exercisable
	1.7.04	Remuneration	Other	Resignation	30.6.05	30.6.05	at 30.6.05
Directors
Julian Grill.		٠	1.500.000	1,500,000		1.500.000	1,500,000
Chadwick Everett		$\rightarrow$	1.500.000	1,500,000	$\sim$	1,500,000	1.500.000
Mark Sampson		$\blacksquare$	1,500,000.	1,500,000	٠	1,500,000	1,500,000
Trevor Matthews		$\overline{\phantom{m}}$	500.000	$\overline{\phantom{a}}$	500,000	500.000	500,000
Kenneth Allen
David Prentice		$\sim$			٠
			5.000.000	4.500.000	500.000	5.000.000	5.000.000

(f) Directors' Personally Related Party Transactions

Refer to Note 23 for details on Directors' personally related party transactions.

(g) Remuneration Practices

Due to its size, the company does not have a remuneration committee.

The company's policy for determining the nature and amount of emoluments of board members and senior executives of the company is assessed annually and are set by reference to the mineral exploration industry market place and are not directly linked to the company's performance.

Directors Remuneration

The constitution of the company provides that directors may be paid as remuneration for their services an amount determined by the Board not exceeding an amount fixed by the Company in general meeting (currently \$250,000).

Managing Director's Remuneration

The constitution of the company provides that the managing director of the company receives such remuneration as the Board may determine. The company has entered into an agreement with Contango Consulting Pty Ltd, a personally-related entity of Trevor Matthews. for the provision of executive services. The term of the agreement is indefinite with an annual fee of \$120,000 (exclusive of GST). Either party may terminate the executive services agreement by giving one month written notice to the other party. The executive services agreement does not provide for any termination payments.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

2005	2004 \$


	4.000

	4.000


202,667)	(5, 412)
	(5, 412)
(202,667)	(5, 412)
9,490,350	400
	\$ 5.770 7,838 13,608 (202.667)

Potential Ordinary Shares Not Considered Dilutive

The Company experienced an operating loss after income tax and it is unlikely that the options to subscribe to ordinary shares would be exercised. Even if the options to subscribe to ordinary shares were exercised, it is unlikely it would lead to a diluted earnings per share that would show an inferior view of earnings performance of the Company than is shown by basic earnings per share.

	2005 S	2004 \$
Note 8: Cash Assets
Cash at bank	2,423,949
Cash on hand	500	80
	2,424,449	80
	2005 \$	2004 S
Note 9: Receivables
Amounts receivable from Australian Taxation Authorities	130,830	3,794
Other debtors	11,800
	142,630	3,794
Note 10: Other Assets
Prepayments	7,844	852

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

	2005 S	2004 S
Note 11: Exploration and Evaluation Costs
At cost:
Carried forward from previous year	96,128
Incurred during the year	1,828,352	96,128
Exploration and evaluation expenditure carried forward to
subsequent years	1,924,480	96,128

The uffimate recoupment of costs carried forward for exploration and evaluation phase is dependent on the successful development and commercial exploitation or sale of the respective areas.

The Company's exploration properties may be subjected to claim(s) under native title, or contain sacred sites, or sites of significance to Aboriginal people. As a result, exploration properties or areas within the tenements may be subject to exploration restrictions, mining restrictions and/or claims for compensation. At this time, it is not possible to quantify whether such claims exist, or the quantum of such claims.

	2005 S	2004 \$
Note 12: Plant and Equipment
Plant and equipment at cost	64.184
Accumulated depreciation	(1.297

. . .

Movements in Carry Amounts

Movement in the carrying amounts for each class of plant and equipment between the beginning and the end of the current reporting period.

	2005 S	2004 \$
Balance at the beginning of the reporting period Additions	64.184
Depreciation expense	(1,297)
Carrying amount at the end of the reporting period	62.887
Note 13: Other Financial Assets
Shares in listed corporations at market value	11.000
Note 14: Intangible Assets
Formation costs		970

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

	2005 S	2004 S
Note 15: Payables
Amounts payable to related parties Sundry creditors and accrued expenses	116,460 38,000	103,156 4,000
	154,460	107,156
Note 16: Contributed Equity
33,505,444 (2004: 400) fully paid ordinary shares	4,625,629	80
Movement during the year
At the beginning of the reporting period Shares issued during the year	80
- 400 on 20 October 2003		80
- 44 on 2 October 2004	40,000 138,000
- 3,880,000 on 14 January 2005	457,000
- 6,820,000 on 18 February 2005 - 22,805,000 on 7 April 2005	4,361,000
Transaction costs relating to share issues	(370, 451)
At reporting date	4,625,629	80
	No.	No.
At the beginning of reporting period	400
Shares issued during the year
- 20 October 2003		400
- 2 October 2004	44
- 14 January 2005	3,880,000
- 18 February 2005	6,820,000
- 7 April 2005	22,805,000
At reporting date	33.505.444	400

Ordinary shares participate in dividends and the proceeds on winding up of the company in proportion to the number of shares held.

At shareholders meetings each ordinary share is entitled to one vote when a poli is called, otherwise each shareholder has one vote on a show of hands.

Options

On 14 January 2005, 6,000,000 options were granted to the former shareholders of the Company at an exercise price of 30 cents each, exercisable on or before 31 July 2008.

On 7 April 2005, 5,000,000 options over unissued ordinary shares as vendor consideration under the Sale Agreement between Royce William Allen and the Company dated 28 May 2004. The options may be exercised in whole or in part at any time before 31 July 2008 with an exercise price of 20 cents per option.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

At 30 June 2005, there were 11,000,000 (30 June 2004; nil) unissued ordinary shares for which options were outstanding.

	2005 \$	2004 \$
Note 17: Reserves
Asset Revaluation Reserve	1.280
Movements During the Year Opening balance
Revaluation increment on listed shares in other entities	1.280
Closing balance	1.280
Note 18: Accumulated Losses
Accumulated losses at the beginning of the reporting period	(5, 412)
Net losses attributable to the members of the company Accumulated losses at the end of the reporting period	(202.667) (208.079)	(5,412) (5.412)

Note 19: Commitments

Exploration and Expenditure Commitments

In order to maintain the mineral tenements in which the company and other parties are involved, the company is committed to fulfil the minimum annual expenditure conditions under which the tenements are granted. The minimum estimated expenditure commitment requirements for the next year is \$1,134,160 (2004: \$nil). These obligations are capable of being varied from time to time.

Exploration expenditure commitments beyond twelve months cannot be reliably determined.

Option Commitments

The Company entered into an option agreement for a six year period which, following payment of the exercise consideration, will give the Company a 90% interest in the Lyndon Uranium Project. In consideration for granting the option, the Company paid a sum of \$25,000 and must pay the sum of \$25,000 on each anniversary of the execution of the agreement which occurs prior to the exercise of the option, and the expiry or termination of the option period (see below). The exercise consideration of the option is to be determined by reference to the spot price for uranium when the option is exercised and ranges from \$700,000 for a spot price of US\$25 or less and \$1,500,000 for a spot price of US\$50 or more.

The Company may at any time abandon the option and upon such abandonment the option period referred to above terminates and the obligation to pay the \$25,000 annual option payments is extinguished.

Note 20: Segment Reporting

The Company operated exclusively in the mineral exploration business solely within Australia during the financial year ended 30 June 2005.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED. 30 JUNE 2005

	Note	2005 \$	2004 \$
Note 21: Cash Flow Information
Reconciliation of Cash Cash at the end of the financial year as shown in the statements of cash flows is reconciled to the related items in the statement of financial position as follows:
Cash on hand	8	2,424,449	80
Reconciliation of Cash Flows from Operations with Losses from Ordinary Activities after Income Tax
Loss from ordinary		(202, 667)	(5, 412)
Non-cash flows in loss from ordinary activities: Amortisation			242
Depreciation		1,297
Write-off of formation costs		970
Changes in assets and liabilities:
Increase in receivables		(138, 835)	(3,793)
Increase in prepayments		(6,992)
Increase in trade creditors and accruals		53,304	4,000
Cash flow from operations		(292,923)	(4,963)

Note 22: Events Subsequent to Reporting Date

On 12 August 2005, the Company announced it had made applications for an additional six exploration licences in the Gascovne region of Western Australia and a single application in the Port Lincoln area of South Australia. These exploration licences complement the previous acquisitions of the Lyndon prospect and Eudamullah and Winmar Creek applications also located in the Gascovne region.

The financial effects of these transactions have not been brought to account in the 2005 financial report.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

Note 23: Related Party Transactions

Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated.

Transactions with Director-related Entities:

	2005 S	2004 \$
Fees for executive services provided by Trevor Matthews pursuant to an agreement with Contango Consulting Pty Ltd, a company controlled by Trevor Matthews. These fees have been disclosed as director remuneration in Note 5(b).	45,000
Fees paid to Ronin Management Pty Ltd, a company in which Trevor Matthews is a director and holds 33 1/3% of the issued capital in the company, for corporate advisory services
associated with the Initial Public Offering.	9,572
Legal fees associated with the Initial Public Offering paid to Gadens Lawyers, the solicitors to the Company in which David Prentice is the Chief Executive Officer.	70,312
Consideration paid to TerraGold Pty Ltd, a company in which Chad Everett is a director and shareholder, for the termination of a consultancy agreement related to the provision of services in
relation to native title issues. Fees paid to Sampson Mining Pty Ltd, a company in which Mark Sampson is a director and shareholder, for mine engineering	90,000
related services.	19,387
Consideration paid to Royce Allen, the father of Kenneth Allen, for the purchase of assets, including gold rights, mining tenements and tenement applications and available information relevant to exploration, development and mining in respect of
those gold rights, tenements and tenement applications.	300,000

Royce Allen also received as part of the consideration for the purchase of the abovementioned assets, 5,000,000 fully paid ordinary shares and 5,000,000 options exercisable at 20 cents each expiring on 31 July 2008.

Julian Grill, Mark Sampson, Chadwick Everett and Ronin Management Pty Ltd (a related party of Trevor Matthews, see above), in their capacity as original shareholders, were each issued 625,000 ordinary fully paid shares at nil cost and 1,500,000 options exercisable at 30 cents each expiring on 31 July 2008.

Ronin Management Pty Ltd (a related party of Trevor Matthews, see above) received 44 fully paid ordinary shares in satisfaction of \$40,000 of debt owed by the Company and 880,000 fully paid ordinary shares at 10 cents per share in satisfaction of \$88,000 of debt owed by the Company.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

Note 24: Financial Instruments

Interest Rate Risk

The company's exposure to interest rate risk, which is the risk that a financial instrument's value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is as follows:

	Weighted Average Effective	Floating	Non-interest
	Interest Rate	Interest Rate	Bearing	Total
	%	\$	\$	\$
2005
Financial Assets
Cash assets	4.1	2,423,949	500	2,424,449
Receivables			142,630	142,630
Other financial assets			11,000	11,000
Total Financial Assets		2,423,949	154,130	2,578,079

Liabilities
Payables			154,460	154,460
Total Financial Liabilities			154,460	154,460

2004
Financial Assets
Cash assets			80	80
Receivables			3,794	3,794
Total Financial Assets			3,874	3,874
Liabilities
			107,156
Payables				107,156
Total Financial Liabilities			107,156	107,156

Credit Risk

The maximum exposure to credit risk at balance date in relation to each class of recognised financial asset is the carrying amount, net of provision for doubtful debts, of those assets indicated in the statement of position.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

Net Fair Values

The carrying value and net fair values of financial assets and liabilities at balance date are:

	2005		2004
	Carrying	Net Fair	Carrying	Net Fair
	Amount	Value	Amount	Value
	S	S	\$	\$
Financial Assets
Cash assets	2,424,449	2.424,449	80	80
Receivables	142,630	142,630	3.794	3.794
Other financial assets	11,000	11,000	ید
Total Financial Assets	2.578.079	2,578.079	3.874	3.874

Liabilities
Payables	154.460	154,460	107,156	107,156
Total Financial Liabilities	154.460	154,460	107,156	107,156

Note 25: Company Details

The registered office and principal place of business of the Company is:

48 Lake Street Northbridge WA 6003

Note 26: Impact of Adoption of Australian Equivalents to International Financial Reporting Standards

For reporting periods beginning on or after 1 January 2005, the Company must comply with Australian Equivalents to International Financial Reporting Standards (AIFRS) as issued by the Australian Accounting Standards Board.

This financial report has been prepared in accordance with Australian accounting standards and other financial reporting requirements (Australian GAAP) applicable for reporting periods ended 30 June 2005.

Impact of transition to AIFRS

The impacts of transition to AIFRS are based on AIFRS standards that management expect to be in place, or where applicable, early adopted, when preparing the first complete AIFRS financial report (being the half year ended 31 December 2005). Only a complete set of financial statements and notes together with comparative balances can provide a true and fair presentation of the Company's financial position, results of operations and cashflows in accordance with AIFRS. This note provides only a summary and therefore further disclosure and explanations will be required in the first complete AIFRS financial report for a true and fair view to be presented under AIFRS.

There is a significant amount of judgement involved in the preparation of reconciliations from current Australian GAAP to AIFRS and consequently the final reconciliations presented in the first financial report prepared in accordance with AIFRS may vary materially from the reconciliations provided in this Note.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

Revisions to the selection and application of the AIFRS accounting policies may be required as a result of:

Changes in financial reporting requirements that are relevant to the Company's first complete AIFRS financial report arising from new or revised accounting standards or interpretations issued by the Australian Accounting Standards Board subsequent to the preparation of the 30 June 2005 financial report.
Additional guidance on the application of AIFRS in a particular industry or to a particular transaction.
Changes to the Company's operations.

The rules for first time adoption of AIFRS are set out in AASB 1: First time Adoption of Australian Equivalents to International Financial Reporting Standards. In general, AIFRS accounting policies must be applied retrospectively to determine the opening AIFRS balance as at transition date, being 1st July 2004. The Standard allows a number of exemptions to this general principle to assist in the transition to reporting under AIFRS. The accounting policies note includes details of the AASB 1 elections adopted.

The significant changes in accounting policies expected to be adopted in preparing AIFRS reconciliations and the elections expected to be made under AASB1 are set out below:

(a) Reclassifications

AASB 101 prohibits the presentation of items of income and expense as extraordinary, either on the face of the income statement or the notes. The nature and amount of material items will be disclosed separately in the notes to the financial statements.

(b) Property Plant and Equipment

Under AIFRS, the gain or loss on disposal of property plant and equipment will be recognised on a net basis as a gain or a loss rather than separately recognising the consideration received as revenue.

On initial adoption of AIFRS the directors have decided that property, plant and equipment will be measured at cost and that the company will not take up the election to treat the fair values of plant and equipment at 1st July 2004 as deemed cost.

Under current Australian GAAP, the company's property, plant and equipment is depreciated to the extent of its depreciable amount, determined as the difference between carrying amount and residual value. The residual amount used in the determination of recoverable amount is estimated at the date of acquisition and is not subsequently increased for changes in prices. Under AIFRS, the residual amount is reviewed at each balance date and revised to the net current amount expected from disposal of the asset if it were already at the age and condition expected at the end of its useful life.

No adjustments are expected for the Company.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

(c) Impairment

Under current Australian GAAP, the carrying amounts of non current assets are valued on a cost basis, other than exploration and evaluation expenditure carried forward, are reviewed at reporting date to determine whether they are in excess of their recoverable amount. If the carrying amount of a non current asset exceeds its recoverable amount the asset is written down to the lower amount with the write down recognised in the income statement in the period in which it occurs. In assessing recoverable amount, the relevant cashflows are not discounted to their present value.

Under AIFRS the carrying amount of the Company's non current assets will be reviewed at each reporting date to determine whether there are indications of impairment. If any such indication exists, the asset will be tested for impairment by comparing its recoverable amount to its carrying amount.

Calculation of recoverable amount

Under Australian GAAP, the recoverable amount of a non current assets was calculated using undiscounted cashflows. Under AIFRS, the recoverable amount of non current assets will be assessed as the greater of fair value (less costs to sell) and value in use which is defined as the present value of future cashflows discounted at the Company's weighted average cost of capital.

No adjustments are expected for the Company.

(d) Taxation

On transition to AIFRS the balance sheet method of tax effect accounting will be adopted rather than the liability method currently applied under Australian GAAP.

Under the balance sheet approach, income tax on the profit and loss for the year comprises current and deferred taxes. Income tax will be recognised in the income statement except to the extent that it relates to items recognised directly in equity, in which case it will be recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at reporting date, and any adjustments to tax payable in respect of previous years.

Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying value of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences will not be provided for:

goodwill for which amortisation is not tax deductible,
the initial recognition of assets and liabilities that affect neither accounting or taxable profit, and
differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

The amount of deferred tax provided will be based on the expected manner of realisation of the asset or settlement of the liability, using tax rates enacted or substantively enacted at reporting date.

A deferred tax asset will only be recognised to the extent that it is probable that future taxable profits will be available against which the asset can be utilized. Deferred tax assets will be reduced to the extent it is no longer probable that the related tax benefit will be realised.

No adjustments are expected for the Company.

(e) Exploration Expenditure

AASB 6: Exploration for and Evaluation of Mineral Resources was issued in December 2004 to facilitate the introduction of AIFRS in relation to the treatment of exploration and evaluation expenditure, pending the completion of a comprehensive project on accounting for extractive industries. According to AASB 6, it is expected that the outcome will be a revised extractive industries standard that will replace AASB 6.

AASB 6 retains the concept of area of interest accounting. However, unlike AASB 1022: Accounting for the Extractive Industries, AASB 6 provides that for each area of interest, expenditures incurred in the exploration for and evaluation of mineral resources shall be either expensed or partially or fully capitalised

Unlike AASB 1022, AASB 6 specifically excludes expenditure incurred before the exploration for and evaluation of mineral resources, such as expenditures incurred before the entity has obtained the legal rights to explore a specific area.

No adjustments are expected for the Company.

(f) Restoration Liabilities

In accordance with AASB 137: Provisions, Contingent Liabilities and Contingent Assets restoration liabilities will be discounted to present value and capitalised as a component part of capitalised exploration and development expenditure and property, plant and equipment as applicable. The capitalised costs are amortised over the life of the assets and the provision is accreted periodically to the profit and loss as discounting of the liability unwinds. The increase in the provision is treated as a borrowing cost.

No adjustments are expected for the Company.

(g) Share-based Payment

Under AASB 2: Share-based Payments, the Company is required to recognise the goods or services received or acquired in a share-based payment transaction as an expense where they do not qualify for recognition as an asset with a corresponding increase in equity. The Company shall measure the goods or services received, and the corresponding increase in equity, directly, at the fair value of the goods or services received, unless that fair value cannot be estimated reliably. If the Company cannot estimate reliably the fair value of the goods or services received, the Company shall measure their value, and corresponding increase in equity, indirectly, by reference to the fair value of the equity instrument granted.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

If the policy required by AASB 2 had been applied during the year ended 30 June 2005, the adjustments for the issue of the 5,000,000 options exercisable at 20 cents each expiring on 31 July 2008 issued to Royce Allen as part consideration for the purchase of assets would have been an increase in exploration and evaluation expenditure non-current asset of \$400,000 and a corresponding increase in equity. There would be no discernable adjustment for the issue of the 6,000,000 options exercisable at 30 cents each expiring on 31 July 2008 as the options were issued to the Julian Grill, Mark Sampson, Chadwick Everett and Ronin Management Pty Ltd in their capacity as original shareholders and promoters and would subsequently be included in the costs of the Initial Public Offering.

	2005 Ŝ
Reconciliation of Equity
Total equity reported under Australian Accounting Standards Recognition of acquisition of exploration and evaluation expenditure non-	4,418,830
current asset	400,000
Total equity under AIFRS.	4,818,830
Reconciliation of Net Assets
Net assets reported under Australian Accounting Standards Recognition of acquisition of exploration and evaluation expenditure non-	4,418.830
current asset.	400,000
Net assets under A!FRS.	4.818.830

DIRECTORS' DECLARATION

The directors of the company declare that:

1. the financial statements and notes, as set out on pages 17 to 35, are in accordance with the Corporations Act 2001 and:
(a) comply with Accounting Standards and the Corporations Regulations 2001; and
(b) give a true and fair view of the financial position as at 30 June 2005 and of the performance for the year ended on that date of the company;
1. the Chief Executive Officer and Chief Finance Officer have each declared that:
(a) the financial records of the company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001;
- (b) the financial statements and notes for the financial year comply with the Accounting Standards: and
(c) the financial statements and notes for the financial year give a true and fair view.
1. in the directors' opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of the Board of Directors.

า้ัหevor Matthews Director

Dated this

27th day of Jeffel BER

2005.

INDEPENDENT AUDIT REPORT

To the members of Kalgoorlie-Boulder Resources Limited

Scope

The financial report and directors' responsibility

The financial report comprises the statement of financial position, statement of financial performance, statement of cash flows, accompanying notes to the financial statements, and the directors' declaration for Kalgoorlie-Boulder Resources Limited ("the company"), for the year ended 30 June 2005 as set out on pages 17 to 38.

The directors of the company are responsible for the preparation and true and fair presentation of the financial report in accordance with the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting records and internal controls that are designed to prevent and detect fraud and error, and for the accounting policies and accounting estimates inherent in the financial report.

Audit approach

We conducted an independent audit in order to express an opinion to the members of the company. Our audit was conducted in accordance with Australian Auditing Standards in order to provide reasonable assurance as to whether the financial report is free of material misstatement. The nature of an audit is influenced by factors such as the use of professional judgement, selective testing, the inherent limitations of internal control, and the availability of persuasive rather than conclusive evidence. Therefore, an audit cannot guarantee that all material misstatements have been detected.

We performed procedures to assess whether in all material respects the financial report presents fairly, in accordance with the Corporations Act 2001, including compliance with Accounting Standards and other mandatory financial reporting requirements in Australia, a view which is consistent with our understanding of the company's financial position and of its performance as represented by the results of its operations and cash flows.

We formed our audit opinion on the basis of these procedures, which included:

· examining, on a test basis, information to provide evidence supporting the amounts and disclosures in the financial report; and
assessing the appropriateness of the accounting policies and disclosures used and $\bullet$ the reasonableness of significant accounting estimates made by the directors.

While we considered the effectiveness of management's internal controls over financial reporting when determining the nature and extent of our procedures, our audit was not designed to provide assurance on internal controls.

Independence

In conducting our audit we followed applicable independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001.

PARTNERS CHARGERED ACCOUNTANTS

Ian K Macpherson CA

Robert W Parker CA

Craig A Vivian ca

Martin Sandaríus (f. 1878)

Level 2, 47 Colin Street

West Perth WA 6005 PO Box 359

West Perth WA 6872

■ +61 8 9321 3514 a +61 8 9321 3523

[email protected] www.ordgroup.com.au

Audit Opinion

In our opinion, the financial report of Kalgoorlie-Boulder Resources Limited is in accordance with:

(a) the Corporations Act 2001, including:
$(i)$ giving a true and fair view of the company's financial position as at 30 June 2005 and of its performance for the year ended on that date; and
(ii) complying with Accounting Standards in Australia and the Corporations Regulations 2001; and
(b) other mandatory financial reporting requirements in Australia.

ORD PARTNERS Chartered Advountants

Ian Macpherson Partner

Dated this 29th day of September, 2005

Perth, WA

ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES

The following additional information is required by the Australian Stock Exchange Ltd in respect of listed public companies only.

Shareholding and Option Holding

The distribution of members and their holdings equity securities as at 29 September 2005 was as follows:

	Number
Category (size of holding)	Uniisted Options	Fully Paid Ordinary Shares

$1 - 1,000$
$1,001 - 5,000$		13
$5,001 - 10,000$		72
$10,001 - 100,000$		306
$100.001 -$ and over		55
		μεινα χρησιμα χρησιμα γενουσισμού την προγραμματή στην τριμηνική τουν για έχει του του του του του του του του

The number of shareholdings held in less than marketable parcels is 0.

Twenty Largest Shareholders - Fully Paid Ordinary Shares

Name	No.	℅
Royce William Allen	5,000,000	14.92
Julian Grill	1,125,133	3.36
Garry Owen Frere & Judith Anne Frere (GO & JA Super Fund)	640,000	1.91
Warnford Nominees Pty Ltd	625,614	1.87
Chad Everitt	625.134	1.87
Mark Sampson	625,133	1.87
Trevor Matthews (The TMJ A/c)	501,682	1.50
Garry Owen Frere & Judith Anne Frere (Soraken Investment A/c)	501,681	1.50
Ferndown Ltd	500,000	1.49
Trevor Matthews	500,000	1.49
Shaun Bunn & Associates Pty Etd (Shaun Bunn Family A/c)	493,348	1.47
Blackview Pty Ltd	460,000	1.37
Graham Hawks	312,500	0.93
Fleetdale Pty Ltd	312,500	0.93
Brookglen Holdings Pty Ltd	300,000	0.90
Megan Jan Armitage (Megan Armitage Family A/c)	291,750	0.87
Timothy Peter Cruse	280,000	0.84
Making Fortunes Pty Ltd (The NB Property A/c)	250,688	0.75
Charles Oakley	250,000	0.75
Andrew Stuart Ross	250,000	0.75
	13,845,163	41.3

Substantial Shareholders

In accordance with section 709(1) of the Corporations Act 2201, the Company had been notified of the following substantial shareholder:

Royce William Allen has a relevant interest in 5,345,000 fully paid ordinary shares.

ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES

Voting Rights

Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands

Options have no voting rights until such options are exercised as fully paid ordinary shares.

Restricted Securities

The Company has issued the following restricted securities (in accordance with ASX Listing Rules):

Class of Equity Security	Number	Date Ceasing to be Restricted Security
Fully Paid Ordinary Share	1,710,000	18 February 2006
Fully Paid Ordinary Share	775.000	11 April 2006
Fully Paid Ordinary Share	12,440,044	20 April 2007
20 cent Option expiring 31 July 2008	5,000,000	20 April 2007
30 cent Option expiring 31 July 2008.	6,000,000	20 April 2007

ASX Listing Rule 4.10.19

In accordance with ASX Listing Rule 4.10.9, the Company states that it has used the cash and assets in a form readily convertible to cash that it had at the time of admission in a way consistent with its business objectives. The business objectives is primarily mineral exploration.

Company Secretary

The name of the company secretary is Mr John Coles

ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES

SCHEDULE OF MINERAL PROPERTIES As at 29 September 2005

Tenement
Type and			Shares
No.	Holder/Applicant	Status	Held

BROAD ARROW
M 24/282	Allen Royce William	Granted	100%
M 24/472	Allen Royce William	Granted	100%
P 24/2571	Allen Royce William	Granted	100%
P 24/2679	Allen Royce William	Granted	100%
P 24/2680	Allen Royce William	Granted	100%
P 24/2681	Allen Royce William	Granted	100%
P 24/3108	Allen Royce William	Granted	100%
P 24/3389	Allen Royce William	Granted	100%
P 24/3395	Allen Royce William	Granted	100%
M 24/485	Allen Royce William	Pending	100%
M 24/503	Allen Royce William	Pending	100%
M 24/641	Alien Royce William	Pending	100%
P 24/3938	Zeedam Enterprises Pty Ltd	Pending	100%
P 24/3939	Zeedam Enterprises Pty Ltd	Pending	100%
P 24/3940	Zeedam Enterprises Pty Ltd	Pending	100%
P 24/3941	Zeedam Enterprises Pty Ltd	Pending	100%
P 24/3942	Zeedam Enterprises Pty Ltd	Pending	100%

CLINKER HILL
P 25/1690	Fleetdale Pty Ltd	Granted	100%
P 25/1689	Fleetdale Pty Ltd	Pending	100%
P 25/1691	Fleetdale Pty Ltd	Pending	100%
P 25/1692	Fleetdale Pty Ltd	Pending	100%
P 25/1693	Fleetdale Pty Ltd	Pending	100%
P 25/1694	Fleetdale Pty Ltd	Pending	100%
P 25/1695	Fleetdale Pty Ltd	Pending	100%
P 25/1696	Fleetdale Pty Ltd	Pending	100%
P 25/1697	Fleetdale Pty Ltd	Pending	100%
P 25/1698	Fleetdale Pty Ltd	Pending	100%
P 25/1699	Fleetdale Pty Ltd	Pending	100%
P 25/1700	Fleetdale Pty Ltd	Pending	100%
P 25/1701	Fleetdale Pty Ltd	Pending	100%
P 25/1702	Fleetdale Pty Ltd	Pending	100%
P 25/1703	Fleetdale Pty Ltd	Pending	100%
P 25/1704	Fleetdale Pty Ltd	Pending	100%
P 25/1705	Fleetdale Pty Ltd	Pending	100%
P 25/1706	Fleetdale Pty Ltd	Pending	100%
P 25/1707	Fleetdale Pty Ltd	Pending	100%

Tenement Type and Shares No. Holder/Applicant Status Held DUNNSVILLE E 16/293 Allen Royce William 100% Granted E 16/294 Allen Royce William Granted 100% P 16/1926 Allen Royce William Granted 100% P 16/2006 Allen Royce William Granted 100% P 16/2021 Allen Royce William Granted 100% E 16/258 Frank John Robinson Pending 100% Frank John Robinson E 16/259 Pending 100% E 16/296 Allen Royce William Pending 100% E 16/297 Allen Royce William Pending 100% E 16/303 Allen Royce William Pending 100% Allen Royce William 100% M 16/474 Pending M 16/481 Allen Royce William Pendina 100% M 16/487 Allen Royce William Pending 100% Ganeff Marv P 16/1929 Pendina 100% Pending P 16/1935 Ganeff Marv 100% Zeedam Enterprises Pty Ltd P 16/2153 Pending 100% Zeedam Enterprises Pty Ltd P 16/2154 Pendina 100% Zeedam Enterprises Ptv Ltd P 16/2155 Pending 100% Zeedam Enterprises Pty Ltd P 16/2156 Pending 100% Zeedam Enterprises Pty Ltd P 16/2157 Pending 100% Zeedam Enterprises Pty Ltd P 16/2158 Pending 100% P 16/2159 Zeedam Enterprises Pty Ltd Pending 100% Zeedam Enterprises Pty Ltd P 16/2160 Pending 100% Zeedam Enterprises Pty Ltd P 16/2161 Pendina 100% Zeedam Enterprises Pty Ltd P 16/2162 Pending 100% Alien Royce William P 16/2188 Pending 100% P 16/2189 Allen Royce William Pending 100% P 16/2190 Allen Royce William Pending 100% P 16/2191 Allen Royce William Pending 100% P 16/2192 Allen Royce William Pending 100% JACKPOT M 15/1341 Miles Roy Bernard Joseph Granted 100% M 15/1357 Djekic Peter James Granted 100% 100% M 15/1358 Djekic Peter James Granted M 15/1359 Miles Roy Bernard Joseph Granted 100% LAKE JOHNSTON E 63/844 Allen Royce William Granted 100% SIBERIA P 24/3506 Alien Royce William Granted 100%

ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES

Tenement Type and			Shares
No.	Holder/Applicant	Status	Held

P 24/3507	Allen Royce William	Granted	100%
M 24/646	Centaur Mining and Exploration Ltd	Pending	100%
M 24/802	OMG Cawse Pty Ltd	Pending	100%
M 24/807	Centaur Mining and Exploration Ltd	Pending	100%
M 24/808	OMG Cawse Pty Ltd	Pending	100%
M 24/839	OMG Cawse Pty Ltd	Pending	100%
M 24/863	OMG Cawse Pty Ltd	Pending	100%

GASCOYNE
E 08/1551	Kalgoorlie-Boulder Resources	Pending	100%
E 09/1244	Kalgoorlie-Boulder Resources	Pending	100%
E 09/1224	Kalgoorlie-Boulder Resources	Pending	50%
	William Robert Richmond
E 09/1225	Kalgoorlie-Boulder Resources	Pending	50%
	William Robert Richmond
E 09/1226	Kalgoorlie-Boulder Resources	Pending	50%
	William Robert Richmond
E 09/1246	Kalgoorlie-Boulder Resources	Pending	50%
	William Robert Richmond
E09/1248	Kalgoorlie-Boulder Resources	Pending	100%
E 09/1249	Kalgoorlie-Boulder Resources	Pending	100%
E 52/1889	Kalgoorlie-Boulder Resources	Pending	50%
	William Robert Richmond

AI assistant

MATSA RESOURCES LIMITED — Annual Report 2005

65296_rns_2005-09-29_fe14f9b7-af13-466a-adff-aade5116dae4.pdf

DIRECTORY

Directors

Company Secretary

Registered Office

Postal Address

Share Registry

Home Stock Exchange

Auditors

Bankers

CORPORATE GOVERNANCE STATEMENT

Principle 1: Lay Solid Foundation for Management and Oversight

CORPORATE GOVERNANCE STATEMENT

CORPORATE GOVERNANCE STATEMENT

Principle 2: Structure the Board to Add Value

CORPORATE GOVERNANCE STATEMENT

Principle 3: Promote Ethical and Responsible Decision-Making

CORPORATE GOVERNANCE STATEMENT

Principle 4: Safeguarding Integrity in Financial Reporting

Principle 5: Make Timely and Balanced Disclosure

CORPORATE GOVERNANCE STATEMENT

Principle 6: Respect the Rights of Shareholders

Principle 7: Recognise and Manage Risk

CORPORATE GOVERNANCE STATEMENT

Principle 8: Encourage Enhanced Performance

Principle 9: Remunerate Fairly and Responsibly

CORPORATE GOVERNANCE STATEMENT

Directors Remuneration

Managing Director's Remuneration

Principle 10: Recognise the Legitimate Interests of Stakeholders

DIRECTORS' REPORT

Directors

Company Secretary

Principal Activities

Operating Result

Dividend Paid or Recommended

Review of Operations

DIRECTORS' REPORT

Financial Position

Significant Changes in State of Affairs

DIRECTORS' REPORT

After Balance Date Events

Future Developments, Prospects and Business Strategies

Environment Issues

DIRECTORS' REPORT

Information on Directors

DIRECTORS' REPORT

REMUNERATION REPORT

Remuneration Policy

Directors Remuneration

Managing Director's Remuneration

DIRECTORS' REPORT

Details of Remuneration for Year Ended 30 June 2005

Meetings of Directors

Indemnifying Officers or Auditor

Options

DIRECTORS' REPORT

Proceedings on Behalf of Company

Non-audit Services

Auditor's Independence Declaration

KALGOORLIE-BOULDER RESOURCES LTD

STATEMENT OF FINANCIAL PERFORMANCE FOR THE YEAR ENDED 30 JUNE 2005

STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2005

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2005

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED. 30 JUNE 2005

Note 1: Statement of Significant Accounting Policies

(a) Income Tax

(b) Plant and Equipment

Plant and equipment

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

Depreciation

(c) Investments

(d) Exploration, Evaluation and Development Expenditure

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2005

(e) Cash

(f) Revenue

(g) Goods and Services Tax (GST)

(h) Comparative Figures

MATSA RESOURCES LIMITED Annual Report 2005