MATSA RESOURCES LIMITED — Capital/Financing Update 2005

Sep 29, 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.

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).

$\bar{1}$ issued

$\textdegree$ Class of $\textdegree$ securities issued or to be | 30 cent options expiring 31 July 2008

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

1,500,000 30 cent options expiring 31 July 2008

Options – exercise price 30 cents and expiry date 31 July 2008

⁺ See chapter 19 for defined terms.

disclosed the. m Company's prospectus dated 22 February 2005
Fully paid ordinary

⁺ See chapter 19 for defined terms.

				туинтост
K)				Number and $\tau$ class of all $ 14,925,044$ $\tau$ securities not quoted on ASX
				(including the securities in clause 2 $\Big}$ 5,000,000
	if applicable)
				ሬ ሰሰሰ ሰሰሰ

Fully paid ordinary shares options 20. cent
expiring 31 July 2008
cent options $30 -$
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

• $\bar{1}$ $\bar{1}$ Is security holder approval required?
• $12$ Is the issue renounceable or nonrenounceable?
• $13$ Ratio in which the *securities will be offered
• $14$ ⁺Class of ⁺securities to which the offer relates
• $\overline{5}$ *Record date determine $\mathfrak{c}_0$ entitlements
• Will holdings on different registers 16 (or subregisters) be aggregated for calculating entitlements?
• $17$ Policy for deciding entitlements in relation to fractions
• $\begin{array}{c} 8 \end{array}$ 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 entitioners are to be dealt with. Cross reference: rule 7.7.

$19^°$ Closing date for receipt οf 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 repunciations on behalf of or. *security holders
25	If the issue is contingent $_{\text{on}}$ '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 $(iick one)$
• $\left( a\right)$ Securities described in Part 1
• $(b)$ All other securities Example: restricted securities at the end of the excrewed period, partly paid securities that become fully paid, engloyee incentive share securities when restriction cads, 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

100,001 and over

35

36

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

• 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
• 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 $\boxed{\text{Nil}}$ *quotation is sought 39 Class of 'securities for which quotation is sought Do the 'securities rank equally in all 40 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. $4$ ] Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) Number and "class of 42

	Number	4 Class
Number and $\textdegree$ class of all $\textdegree$ securities 18,589,400		paid ordinary - Fully
quoted on ASX (including the		shares
securities in clause 38)

$+$ Sec chapter 19 for defined terms.

Quotation agreement

• $\mathbf{I}$ ⁺Ouotation 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 aced to obtain appropriate warranties from subscribers for the securities in order to he able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any 'securities to be quoted and that no-one has any right to return any *securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the "securities be quoted.
• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the "securities to be quoted, it has been provided at the time that we request that the 'securities be quoted.
• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.

⁺ See chapter 19 for defined terms.

• $\overline{3}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before 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:
	(Director/Company secretary)

Print name: ...............John Coles....................................

---

⁺ See chapter 19 for defined terms.

KALGOORLIE-BOULDER RESOURCES LTD ABN 48 106 732 487

Appendix 3B Attachment

Clause 35 - names of the 20 largest holders of the additional 30 cent options expiring 31 July 2008, and the number and percentage of additional 30 cent options expiring 31 July 2008 held by those holders are:

Name	Number	Percentage
Trevor Matthews ATF The TMJ Trust	500,000	33.3%
Garry Owen Frere and Judy Anne Frere ATF The Soraken Investment Trust	500,000	33.3%
Shaun Bunn & Associates Pty Ltd ATF Shaun Bunn Family Trust	500,000	33.3%
Total	1,500,000	100.0%

Clause 36 - distribution schedule of the additional 30 cent options expiring 31 July 2008 setting out the number of holder in the categories:

Category	No. Holders
$100.001$ and over