MATSA RESOURCES LIMITED — Share Issue/Capital Change 2006

Dec 12, 2006

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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

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

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

$\mathbf{I}$ issued

⁺Class of ⁺securities issued or to be Fully paid ordinary shares (ASX: KAL) Listed Options (ASX: KALO)

• $\overline{2}$ Number of ⁺securities issued or to 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 for payment; if ⁺convertible securities, the conversion price and dates for conversion)

Fully paid ordinary shares - 48,645,694 Listed options - 24,322,847

Listed options are exercisable at 20 cents each at any time before 5.00pm on 31 July 2008.

• Sec chapter 19 for defined terms.

$\cdot$

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 σf 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	Yes
5.	Issue price or consideration	Fully paid ordinary share - 10 cents per share. Listed options - nil.
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	The funds raised from the issue will be applied towards the acquisition of 100 percent of the issued capital of Australian Gold Investments Pty Ltd ('AGI') in the event the agreements to acquire AGI become unconditional, to working capital and to meeting the expenses of the rights issue.
7	Dates of entering *securities into uncertificated holdings or despatch of certificates	22 January 2007
8	Number and tclass of - all *securities quoted ASX. on (including the securities in clause 2 if applicable)	Number 85,476,344 32,955,472	$+C$ lass Fully. paid ordinary shares (ASX: KAL) Listed options (20 cents July 2008) (ASK: KALO)

$\cdot$

$\epsilon$

⁺ Sec chapter 19 for defined terms.

		Number	$\pm$ Class
-9	Number †class $of$ of and	all 11.815.044	Shares
	*securities not quoted on ASX 5,000,000		20 2008 July cent
	(including the securities in clause 2)		Options
	if applicable)	8,250,000	2008 30 July cent
			Options
		2,250,000	2008 40 July cent
			Options

$10$ trust, distribution policy) on the
increased capital (interests)

Dividend policy (in the case of a $\sqrt{\frac{N_0}{N_0}}$ No dividend policy has been established.

Part 2 - Bonus issue or pro rata issue

11	holder security Is. approval required?	No
12	Is the issue renounceable or non- renounceable?	Non-renounceable
$\overline{13}$	be offered	Ratio in which the *securities will $\vert$ One (1) new share for every one (1) existing shares held as at the Record Date; and One (1) listed option for every two (2) new shares.
14	+ Class of + securities to which the offer relates	Fully paid ordinary shares (ASX: KAL) Listed options (ASXL KALO)
15	+ Record determine date ŧ٥ entitlements	27 December 2006
16	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?	Not applicable.
17	Policy for deciding entitlements in relation to fractions	Round up to nearest whole number.
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.	Switzerland Gibraltar United Kingdom Singapore Vannatu
19	Closing date for receipt οſ acceptances or renunciations	12 January 2007

⁺ See chapter 19 for defined terms.

Appendix 3B
New issue announcement

÷,

20	Names of any underwriters	Not applicable.
21	Amount of any underwriting fee or commission	Not applicable.
22	Names of any brokers to the issue	Delta Capital Pty Ltd
23	Fee or commission payable to the broker to the issue	\$100,000
24	Amount of any handling fee payable to brokers who lodge acceptances behalf of renunciations on Ωr *security holders	4% for amounts committed to take up any shortfall.
25.	If the issue is contingent on *security holders' approval, the date of the meeting	Not applicable.
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled	28 December 2006
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	13 December 2006
28	Date rights trading will begin (if Not applicable, applicable)
29	Date rights trading will end (if Not applicable. applicable)
30	How do "security holders sell their entitlements in full through a broker?	Not applicable.
31	How do *security holders sell part of their entitlements through a broker and accept for the balance?	Not applicable.

$\langle \cdot \rangle$

$\epsilon$

J.

⁺ See chapter 19 for defined terms.

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

33 ⁺Despatch date Not applicable.

22 January 2007

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)

$(b)$

35

37

• $(a)$ Securities described in Part 1
• All other securities

Estample: restricted securities at the end of the escrewed 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

• 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

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 allounent 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, and 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 used 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.
• 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.

$= 1.44$

	Date: 13 December 2006
(Difector/Company secretary)

Sign here:

Print name: John Coles

⁺ See chapter 19 for defined terms.