MATSA RESOURCES LIMITED — Capital/Financing Update 2005

Nov 20, 2005

KALGOORLIE-BOULDER RESOURCES LTD ABN 48 106 732 487

21 November 2005

Release to ASX

ASX Code: KAL

Replacement Appendix 3B

On 2 November 2005, the Company lodged a prospectus dated 2 November 2005 with ASX and ASIC.

On 16 November 2005, the Company lodged an Appendix 3B in relation to the shares and options to be issued under the prospectus dated 2 November 2005.

On 18 November 2005, the Company lodged with ASX and ASIC, a replacement prospectus in relation to the prospectus dated 2 November 2005. The replacement prospectus is dated 18 November 2005.

The attached Appendix 3B is an amended Appendix 3B in relation to the securities offered under the replacement prospectus dated 18 November 2005. The amended Appendix 3B is intended to replace the Appendix 3Bs lodged in relation to the prospectus dated 2 November 2005.

Yours sincerely

John Coles Company Secretary

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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

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

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

$\bar{\rm i}$ ⁺Class of ⁺securities issued or to be | issued

Ordinary

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

Maximum number of fully paid ordinary shares to be issued under the replacement prospectus dated 18 November 2005 is 12,500,000.

⁺ See chapter 19 for defined terms.

4	Do the + securities rank equally in all respects from the date of allotment with an existing *class of quoted 'securities? If the additional securities do not rank equally, please state: the date from which they do extent to which the. - they ٠ 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	the Company on issue.	The shares offered under the replacement prospectus dated 18 November 2005 will rank equally with the existing fully paid shares of
5.	Issue price or consideration	20 cents
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Prospect Letter Agreement.	The purpose of the issue, as disclosed in the replacement prospectus dated 18 November 2005, is to raise \$2,000,000 to be used to fund the US\$1,200,000 instalment under the Wilson
7	Dates of entering "securities into uncertificated holdings or despatch of certificates	on 30 November 2005.	The issue and allotment of the shares offered under the replacement prospectus dated 18 November 2005 is conditional on shareholder approval being obtained at the AGM to be held
8	Number and + class all ा *securities quoted $-00\,$ ASX (including the securities in clause 2 if applicable)	Number 31,705,400	+ Class Ordinary

⁺ See chapter 19 for defined terms.

		Number	*Class
-0	and + class of all Number $\text{*securities}$ not quoted on ASX $\mid$ 5,000,000 (including the securities in clause 2 if applicable)	14,300,044	Ordinary shares options 20 cent expiring 31 July 2008
		6,000,000	options 30 cent expiring 31 July 2008

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

Part 2 - Bonus issue or pro rata issue

$\mathbf{H}$	Ís security holder approval required?
$12^{\circ}$	Is the issue renounceable or non- renounceable?
$\overline{13}$	Ratio in which the "securities will be offered
14	+ Class of + securities to which the offer relates
15	* Record determine date to entitlements
16	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
17	Policy for deciding entitlements in relation to fractions
18	Names of countries in which the entity has *security holders who will not be sent new issue documents
	Note: Security bolders must be told how their entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closing date for οf 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 or renunciations on behalf of *security holders
25.	If the issue is contingent on *security holders' approval, the date of the meeting
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
27	If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
28	Date rights trading will begin (if ] applicable)
29.	Date rights trading will end (if applicable)
30	How do "security holders sell their entitlements in full through a broker?
31	How do *security holders sell part of their entitlements through a broker and accept for the balance?

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

33 ⁺Despatch date

Part 3 - Quotation of securities

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

• 34 Type of securities (tick one)
• $(a)$ Securities described in Part 1
• All other securities

Example: restricted secarities at the end of the escrowed period, partly paid securities that become fully paid, comboyce 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

$(b)$

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 ⁴securities for which quotation is sought.
• 40 Do the *securities rank equally in all respects from the date of allotment with an existing "class of quoted +securities?

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

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

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

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

42 Number and ⁴class of all ⁺securities quoted on ASX (including the securities in clause 38)

Number	+ Class

i.

⁺ See chapter 19 for defined terms.

Quotation agreement

• $\mathbf{I}$ *Quotation of our additional 'securities is in ASX's absolute discretion. ASX may quote the "securities on any conditions it decides.
• $\overline{2}$ We warrant the following to ASX.
• The issue of the *securities to be quoted complies with the law and is not $\bullet$ 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 secondries 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.
• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before *quotation of the 'securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:				$\sqrt{1 - \frac{1}{2}}$ Date: 21 November 2005
	(Directof/Company secretary)

who went and man most

John Coles Print name:

⁺ See chapter 19 for defined terms.