MATSA RESOURCES LIMITED — Share Issue/Capital Change 2007

Dec 6, 2007

Appendix 3B New issue announcement

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).

1 +Class of +securities issued or to be 1. Fully Paid Ordinary Shares issued 2. Unlisted Options 2 Number of[+] securities issued or to 1. 13,888,889 be issued (if known) or maximum 2. 6,600,000 number which may be issued 3 Principal terms of the[+] securities 1. Fully Paid Ordinary Shares (eg, if options, exercise price and 2. Unlisted Options expiry date; if partly paid 2,000,000 unlisted options exercisable at 10 cents +securities, the amount outstanding each expiring 5 December 2010 and due dates for payment; if 2,000,000 unlisted options exercisable at 20 cents +convertible securities, the each expiring 5 December 2010 conversion price and dates for 1,300,000 unlisted options exercisable at 10 cents conversion) each expiring 5 December 2010 1,300,000 unlisted options exercisable at 20 cents each expiring 5 December 2010

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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)	1. Yes 2. No, only upon exercise of the options will they rank equally.
	1. 18 cents per share 2. Nil
	1. To fund ongoing exploration at the Norseman Project and working capital. 2. Issue of Options as approved by shareholders at the AGM of 28 November 2007. Issue of Options under the Company’s Employee Option Plan.

7 Dates of entering[+] securities into 6 December 2007 uncertificated holdings or despatch of certificates Number ~~+~~ Class 8 Number and +class of all 124,780,277 Fully Paid Ordinary +securities quoted on ASX Shares ( including the securities in clause 2 if applicable) 51,455,472 Listed Options (20 cents July 2008)

• See chapter 19 for defined terms.

24/10/2005

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Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable)	Number	~~+~~Class
	50,000,000 8,250,000 2,250,000 2,000,000 2,000,000 1,300,000 1,300,000 12	Fully Paid Ordinary Shares 30 cent July 2008 Options 40 cent July 2008 Options Unlisted Options exercisable at 10 cents each expiring 5 December 2010 Unlisted Options exercisable at 20 cents each expiring 5 December 2010 Unlisted Employee Options exercisable at 10 cents each expiring 5 December 2010 Unlisted Employee Options exercisable at 20 cents each expiring 5 December 2010 Convertible Notes

10 Dividend policy (in the case of a No dividend policy has been established. trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11	Is security holder	approval
	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	+Record date to	determine
	entitlements
16	Will holdings on different registers
	(or subregisters) be aggregated for
	calculating entitlements?

• See chapter 19 for defined terms.

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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 receipt of acceptances or renunciations 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)

• See chapter 19 for defined terms.

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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 ]

(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.

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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 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.

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Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 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.

• 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: ....... .............................. Date: 6 December 2007 ( ~~Director/~~ Company secretary)

Print name: Andrew Chapman

== == == == ==

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

ATTACHMENT

CONVERTIBLE NOTES

Face Value : A$250,000 per Convertible Note (‘ Note ’).

Issue Date : 7 March 2007.

Maturity Date : 7 March 2010.

Conversion : Each Note may be converted into 2.5 million fully paid ordinary shares in the Company between 7 March 2008 and 7 March 2010.

Conversion on Sale of Assets : Each Note may be converted into 2.5 million fully paid ordinary shares in the Company in the event that the Company sells substantially all of its shares in Australian Gold Investments Pty Ltd (‘ AGI ’) irrespective of the time elapsed since the date of issue.

Redemption : Each Note may be redeemed by giving the Company a Redemption Notice requiring the Company to redeem the Note by repaying the Face Value of, and all accrued and unpaid interest on, the relevant Note.

Early Redemption : In the event that the Company sells or agrees to sell substantially all of the business or undertaking of AGI, or the Company becomes a subsidiary of another corporation or an insolvency event (‘ Early Redemption Event ’) occurs before the Maturity Date, the Noteholder may redeem a Note by giving the Company a Redemption Notice requiring the Company to redeem the Note by repaying the Face Value of, and all accrued and unpaid interest on, the relevant Notes. The Company must, as soon as practicable, give written notice to the sponsors that an Early Redemption Event has occurred.

Compulsory Conversion : In the event that an Early Redemption Event occurs before the Maturity Date, and a sponsor does not issue a redemption notice in the prescribed form to the Company within 10 business days after the sponsor receives written notice from the Company of the occurrence of an Early Redemption Event, a compulsory conversion event (‘ Compulsory Conversion Event ’) shall be deemed to have occurred. The Company must, as soon as reasonably practicable, give written notice to the Noteholder that a Compulsory Conversion Event has occurred and must within 5 business days of the Compulsory Conversion Event convert the Notes into fully paid ordinary shares.

Interest : The Notes bear interest at the rate of 8% per annum payable quarterly in arrears until such time as the Note is converted or repaid and on the date a relevant Note is converted or repaid.

Security : Each Note is secured by a first ranking charge over the Company’s shares in AGI.

Transferability : The Notes are transferable with the prior written consent of the Company which shall not be unreasonably withheld.

Interest Withholding Tax : All payments made by the Company in relation to a Note will be made without any deduction or withholding for or on account of Australian taxes unless such withholding and deduction is required by law.

• See chapter 19 for defined terms.

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