MATSA RESOURCES LIMITED — Capital/Financing Update 2005

Dec 13, 2005

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement. application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98. 1/9/99. 1/7/2000. 30/9/2001. 11/3/2002. 1/1/2003. 24/10/2005.

Name of entity

KALGOORLIE-BOULDER RESOURCES LTD

ABN

48 106 732 487

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf i$ ⁺Class of ⁺securities issued or to be issued

20 cent options expiring 31 July 2008

• $\overline{2}$ Number of *securities issued or to 4,882,625 be issued (if known) or maximum number which may be issued
• 3 Principal terms of the ⁺securities (eg, if options, exercise price and expiry date; if partly paid *securities, the amount outstanding and due dates payment; if ⁺convertible for securities, the conversion price and dates for conversion)

Principal terms of options to be issues:

• $\bullet$ Exercise price $-20$ cents.
• $\bullet$ Expiry date 31 July 2008.

⁺ See chapter 19 for defined terms.

4 Do the ⁺securities rank equally in all respects from the date of allotment with an existing *class of quoted *securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend. (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
• 5 Issue price or consideration

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

The 20 cent options expiring 31 July 2008 which are being issued under the replacement prospectus dated 18 November 2005 will be the first options the Company has issued which will be quoted on ASX.

• The purpose of the issue, as disclosed in the replacement prospectus dated 18 November 2005, is to raise funds to be used to fund the an initial instalment under the Wilson Prospect Letter Agreement. The options are free attaching for every 1 share subscribed for under the aforementioned prospectus.
• Dates of entering 'securities into 7 uncertificated holdings or despatch of certificates

14 December 2005

		Number	+ Class
8	class of Number and quoted on securities (including the securities in clause 2 if applicable)	all $19,205,400$ ASX 4,882,625	Ordinary shares 20 cent options expiring 31 July 2008

Nil

⁺ See chapter 19 for defined terms.

$\overline{9}$ Number and ⁺class of all *securities not quoted on ASX (including the securities in clause 2 if applicable)

Number	+ Class
14,300,044	Ordinary shares
5,000,000	20 cent options
	expiring 31 July 2008
6,000,000	30 cent options
	expiring 31 July 2008

$10\,$ Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11	holder security approval Īs.
	required?
12	Is the issue renounceable or non-
	renounceable?
13	Ratio in which the *securities will
	be offered
14	+ Class of + securities to which the
	offer relates
15	determine *Record date $\mathbf{f}$
	entitlements
16	Will holdings on different registers
	(or subregisters) be aggregated for
	calculating entitlements?
17	Policy for deciding entitlements in
	relation to fractions
18	Names of countries in which the
	entity has *security holders who
	will not be sent new issue
	documents
	Note: Security holders must be told how their
	entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closing date for of receipt
	acceptances or renunciations

⁺ See chapter 19 for defined terms.

Appendix 3B New issue announcement

20	Names of any underwriters
21	Amount of any underwriting fee or commission
22	Names of any brokers to the issue
23	Fee or commission payable to the broker to the issue
24	Amount of any handling fee payable
	to brokers who lodge acceptances renunciations on behalf of Οľ *security holders
25	If the issue is contingent O(1)
	*security holders' approval, the date of the meeting
26	Date entitlement and acceptance
	form and prospectus or Product Disclosure Statement will be sent to persons entitled
27	If the entity has issued options, and
	the terms entitle option holders to participate on exercise, the date on
	which notices will be sent to option holders
28	Date rights trading will begin (if
	applicable)
29	Date rights trading will end (if
	applicable)
30	How do *security holders sell their entitlements in full through $\mathbf{a}$ broker?
31	How do *security holders sell part
	of their entitlements through a broker and accept for the balance?

⁺ See chapter 19 for defined terms.

32 How do "security holders dispose of their entitlements (except by sale through a broker)?

33 +Despatch date

Part 3 - Quotation of securities

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

• 34 Type of securities (tick one)
• Securities described in Part 1 $\left( a\right)$
• $(b)$

All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35

If the "securities are "equity securities, the names of the 20 largest holders of the additional *securities, and the number and percentage of additional *securities held by those holders

36

If the 'securities are 'equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1.000$ $1,001 - 5,000$ $5,001 - 10,000$ $10,001 - 100,000$ 100,001 and over

37

A copy of any trust deed for the additional *securities

⁺ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

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

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not $\bullet$ rank equally, other than in relation to the next dividend, distribution or interest payment
• 41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

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

Number .	+ Class

⁺ See chapter 19 for defined terms.

Quotation agreement

• $\mathbf{1}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
• $\overline{2}$ We warrant the following to ASX.
• The issue of the "securities to be quoted complies with the law and is not for an illegal purpose.
• There is no reason why those "securities should not be granted "quotation.
• An offer of the "securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any 'securities to be quoted and that no-one has any right to return any 'securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before rquotation of the 'securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:			Date: 14 December 2005
		(Director/Company secretary)

Print name: John Coles

=

⁺ See chapter 19 for defined terms.

TOP 20 HOLDERS REPORT

KALGOORLIE-BOULDER RESOURCES LIMITED ACN:106 732 487		OPID: TTN			CLASS: KALO OP31072008/20 CENTS		DATE:13/12/2006 6:57:16PM PAGE:2
	EN EN EN DICHENT STATUS AN DE BENGANN DER BEI DICHTER DER BEI DICHTER DER BEI DICHTER DER BEI DICHTER BEI DIC					多重AST BRINT (2008) 2008 2008
	RANK SHAREHOLDER	Total Unite	医静理 Capital	Cum Units	25.Cum 以血は、	Total Unita	2.13 Bill Capital	unit Change	25UBL Change,
	1 CAPTAIN STARLIGHT NOMINEES PTY LIMITED LEVEL 12 10 SPRING STREET SYDNEY NSW 2000	1,818,759	37.249	1.818.750	37,249			1,818,750	37.249
	2 WARNFORD NOMINEES PTY LIMITED BOX 4675 GPO SYDNEY NSW 2001	312,600	6,400	2,131,250	43.660			312,500	6,400
	3 PASSIO PTY LTD 4 ULRIC COURT DUNCRAIG WA 5023	150,000	3.072	2,281,250	46.722			150,008	3.072
	4 JAYDEN HOLDINGS PTY LTD 3A DUNVEGAN ROAD APPLECROSS WA 6153	126,000	2.660	2,406,250	49,282			125,000	2,568
	8 MOANA NOMINEES PTY UMITED CI-JOV LIMITED PO 80X 8555 PERTH BC WA 6849	95,000	1.946	2,601,250	51.228			95,000	1.946
	6 MR JOSEPH JAN MADEJ & MRS SUSAN ANNE MADEJ CHIMA FINANCIAL SERVICES P/L PO BOX 7505 CLOISTERS SQUARE WA 6850	85,000	1.741	2,586,250	52.966			85,000	1,741
	7 HUSIF NOMINEES PTY LTD PO BOX 275 MOSMAN PARK WA 6012	76,258	1.562	2,662,500	54.530			76,250	1,662
	8 GROUP # 604005	75,000	1.636
	D F LYNTON-BROWN PTY LTD 268 HALE ROAD WOODLANDS WA 6618	75,008	1.636	2,737,500	56.056	٥	0,000	75,000	1.636
	9 M F M PROPERTIES PTY LTD PO BOX 671 STRATHFIELD NSW 2135	75,000	1.636	2,812,600	57,662			75,000	1.536
	10 BIRRANG INVESTMENTS PTY LTD PO BOX 600 COTTESLOE WA 6911	75,000	1,536	2,887,500	59.138			76,000	1.636
	11 MR RICHARD MOULE COURT PO BOX 67 KEW EAST VIC 3102	62,500	1.280	2,950,000	60.418			62,500	1.280
	12 ARGOS PTY LTD C/ JDV LIMITED PO BOX 8655 PERTH BC WA 6849	62,500	1.280	3,012,500	61.598			62,500	1.280
	13 MR ALLAN NUNN UMT3 115 HASTINGS STREET SCARBOROUGH WA \$019	62,500	1.280	3,075,000	82.978			62,500	1,280
	14 MOANA NONINEES PTY LTD CI- JOY LIMITED PO BOX 8555 PERTH BC WA 6849	62,500	1,280	3,137,500	84.258			82,500	1,280
	15 EASTONS PTY LIMITED ONR MOREHEAD AND MCEVOY STREET WATERLOO NSW 2017	52,500	1,280	3,200,000	86.639			62,500	1,280
	18 WA HOLDINGS PTY LTD PO BOX N80 GROSVENOR PLACE NSW 1220	62,500	1,280	3,262,600	66.819			62,500	1.280
	17 YAPP PTY LTD PO BOX CP330 Condell Park New 2200	62,600	1.280	3,326,000	66,039			62,600	1,280
	18 D F BLAKE NOMINEES PTY LTD	50,000	1.024	3,375,000	69.123			50,000	1.024

TOP 20 HOLDERS REPORT

	KALGOORLIE-BOULDER RESOURCES LIMITED ACN:106 732 487		OPID: CLASS:	TTN KALO OP31072088/20 CENTS			DATE:13/12/2005 PAGE:3	6:57:16PM
	CORRENT STATUS ------------------------------------					这次我们看见这个人的话,我们也不会
RANK	SHAREHOLDER	Total Unite	% Issue Capital	Sam Units	% Cum Units.	Istal Units	2188110 Capital	Mali. Change	光山社 Change
	BOX 324 LEINSTER WA 6437
-19	MR EDWARD MAX DOZAK 143 MARS STREET CARLISLE WA 6101	50,000	1.024	3.425.000	70.147			50,000	1.024
20.	MR GRAHAM JUSTIN SHANN EVANS CA SIA CIAUSTRALIA PTY LTD PO BOX 1773 WEST PERTH WA 6872	60,000	1.024	3,476,000	71.171			50,000	1.024
		3,475,000	71.171

TOP SPREAD REPORT

KALGOORLIE-BOULDER RESOURCES LIMITED ACN:106 732 487

OPID: TTN CLASS: KALO OP31072008/20 CENTS

DATE: 13/12/2005 6:67:18PM PAGE: 1

% OF TOTAL ISSUE CAPITAL		NUMBER OF HOLDERS NUMBER OF UNITS	SPREAD OF HOLDINGS		22W
0.000%	O	¢	1.000	٠	1
0.205%	10,000	2	5,000	$\overline{\phantom{a}}$	1.001
2.202%	107,500	43	10,000	٠	5.001
48.312%	2,358.875	71	100,000	٠	10.001
49.282%	2,406,250	4	999.999.999.999		100,001
100,000 %	4.882.625	θÖ	TOTAL

LOCALITY ANALYSIS
OVERSEAS	0	Û	0.00%
1 - 899	1	26,000	9.61%
1000~1999	1	52,500	1.28%
2000 - 2999	14	2,607,000	63.39%
3000 - 3999	1	82,500	1.28%
4000 - 4999	1	31,250	0.64%
5000 - 5999	2	12,600	0.26%
6000 - 6999	70	2,081,875	42.84%
7000 - 7999	0	0	0.00%
8000 - 8999	Đ	0	0.00%
9000 9999	0	Ů	0.00%
TOTAL	90	4.882.626	100,000 %