PACIFIC RESOURCES LIMITED — Capital/Financing Update 2009

May 14, 2009

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Lodestone Exploration Limited ABN 20 075 877 075 www.lodestonex.com

15 May 2009

The Manager Company Announcements Office Australian Securities Exchange Electronic Lodgment System

Dear Sir,

APPENDIX 3B - ISSUE OF PLACEMENT SHARES

Lodestone is pleased to advise that it has today issued 9,000,000 fully paid shares and 9,000,000 unlisted options in accordance with the terms announced and lodged with ASX on 5 May 2009 “ Lodestone signs Heads of Agreement for Additional Funding ”.

The placement shares have been issued at 10 cents each. Each share has one unlisted “attaching option” which is exercisable at 20 cents each and expires on 15 May 2011. The attaching options each have a compulsory exercise clause which requires the holder to exercise the option and pay the option price if at any time after 15 May 2010 Lodestone’s shares trade for 20 consecutive trading days at $0.30 or above, otherwise the option will lapse.

Each attaching option entitles the holder to acquire 1 fully paid share and 1 unlisted piggyback option exercisable at 50 cents each and expiring 24 months after the date of issue of the piggyback option. The piggyback option also has a compulsory exercise clause which comes into effect 12 months after the date of issue of the piggyback option and which requires the holder to exercise the option and pay the option price if at any time Lodestone’s shares trade for 30 consecutive days at $0.70 or above otherwise the option will lapse.

The placement has raised $0.9 million and represents the first tranche of the total $5.0 million fund raising detailed on the announcement dated 5 May 2009.

The Appendix 3B is attached.

Yours faithfully,

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Leni Stanley Company Secretary

Lodestone Exploration Limited Exploring Queensland Lodestone Exploration Limited GPO Box 762 Brisbane QLD 4001 Australia

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

LODESTONE EXPLORATION LIMITED

ABN

20 075 877 075

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 issued 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 Shares
	(a) 9,000,000 Fully Paid Shares (b) 9,000,000 Unlisted Options
	(a) Pari Passu with existing shares (b) Options are exercisable at 20 cents and expire on 15 May 2011. Each option entitles holder to receive on fully paid ordinary share and 1 unlisted piggyback option which is exercisable at 50 cents each and expire24 monthsfromdate of issue.

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the[+] securities rank equally in all (a) Pari Passu with existing ordinary shares respects from the date of allotment (b) Shares issued on exercise of options +with an existing securities?[+] class of quoted will rank Pari Passu with existing ordinary shares, but piggyback options issued on exercise of options will be If the additional securities do not unlisted and are not eligible to rank equally, please state: • the date from which they do participate in dividends. • 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 (a) $0.10 each (b) $ Nil 6 Purpose of the issue Placement shares to raise funds for (If issued as consideration for the exploration program. acquisition of assets, clearly identify those assets) 7 Dates of entering[+] securities into 15 May 2009 uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all +securities quoted on ASX 190,409,529 LOD – Fully Paid ( including the securities in clause Shares 2 if applicable)

• See chapter 19 for defined terms.

Appendix 3B Page 2

24/10/2005

Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	501,000 10,000,000 2,000,000 9,000,000	Options –unlisted exercisable at 20 cents expiring 27/1/2011 Options – unlisted exercisable at 7 cents expiring 10/9/2010 Options – unlisted exercisable at 7 cents expiring 8/4/2011 Options – unlisted exercisable at 20 cents expiring 15/5/2011
	N/A

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?
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

• See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 3

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?

• See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003

Appendix 3B New issue announcement

• 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) X 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.

1/1/2003

Appendix 3B Page 5

Appendix 3B New issue announcement

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.

Appendix 3B Page 6

1/1/2003

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: 15 May 2009 (Company secretary)

Print name: Leni Stanley

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• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 7