PATERSON RESOURCES LTD — Capital/Financing Update 2008

Oct 22, 2008

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
Uranium Oil and Gas Limited

ABN

|--|

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).

• +Class of +securities issued or to $\mathbf{1}$ be issued
• $\overline{\mathbf{c}}$ Number of *securities issued or to be issued (if known) or maximum number which may be issued
• Principal terms of the 'securities' $\overline{\mathbf{3}}$ (eg, if options, exercise price and expiry date; if partly paid +securities, amount the outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

• See chapter 19 for defined terms.

24/10/2005Appendix 3B Page 1

4	Do the + securities rank equally inall respects from the date ofallotment with an existing + classof quoted *securities?If the additional securities do notrank equally, please state:the date from which they dothe extent to whichtheyparticipateforthenextdividend, (in the case of atrust, distribution) or interest
	payment
	the extent to which they donot rank equally, other than inrelation to the next dividend,distributioninterestОľpayment
5	Issue price or consideration
6	Purpose of the issue(If issued as consideration for theacquisition of assets, clearlyidentify those assets)
7	Dates of entering + securitiesinto uncertificated holdings ordespatch of certificates
8	and + classNumberof all+ securitiesquoted on ASX(including the securities inclause 2 if applicable)	Number	+Class

Number and +class of all $\overline{9}$ +securities not quoted on ASX (including the securities in clause 2 if applicable)

Number	+ Class

Dividend policy (in the cas 10 trust, distribution policy) o increased capital (interests)

$left \circ f a \right $
on the $ $	SCORE

Part 2 - Bonus issue or pro rata issue

$\mathbf{u}$	holdersecurityIsapprovalrequired?
12	Is the issue renounceable or non-renounceable?
13	Ratio in which the + securitieswill be offered
14	+ Class of + securities to which theoffer relates
15	*Record dateto determineentitlements
16	Willholdingsdifferentonregisters (or subregisters) beaggregatedcalculatingforentitlements?
17	Policy for deciding entitlementsin relation to fractions
18	Names of countries in which theentity has + security holders whowill not be sent new issuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.
	Cross reference: rule 7.7.

Closing date for receipt of 19 acceptances or renunciations

+ See chapter 19 for defined terms.

Appendix 3BNew issue announcement

20	Names of any underwriters
21	Amount of any underwriting feeor commission
22	Names of any brokers to the
	issue
23	Fee or commission payable tothe broker to the issue
24	Amount of any handling fee
	payable to brokers who lodgeacceptances 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 ProductDisclosure Statement will be sent
	to persons entitled
27	If the entity has issued options,and the terms entitle option
	holdersparticipatetoon
	exercise, the date on whichnotices will be sent to option
	holders
28	Date rights trading will begin (ifapplicable)
29	Date rights trading will end (if
	applicable)
30	How do 'security holders selltheir entitlements in full through
	a broker?
31	How do 'security holders selltheirentitlementsofpart
	through a broker and accept for
	the balance?

+ See chapter 19 for defined terms.

+ See chapter 19 for defined terms.

32	How do + security holders disposeof their entitlements (except bysale through a broker)?
	+ Despatch date

Part 3 - Quotation of securities

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

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

All other securities

$(b)$

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 theadditional *securities, and the number and percentage of additional *securitiesheld 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 - 100,000100,001 and over
37	A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

38	Number of securities for which	21,650,00 Ordinary Shares
	+ quotation is sought	19,400,00 Options @ 20c expiring 04/08/10
39	Class of + securities for which	Ordinary Fully Paid Shares
	quotation is sought	Options @ 20c expiring 04/08/10
40	Do the + securities rank equally inall respects from the date ofallotment with an existing +classof quoted + securities?	Yes
	If the additional securities do notrank equally, please state:the date from which they dowhichthe extenttotheyfortheparticipatenextdividend, (in the case of atrust, distribution) or interestpaymentthe extent to which they donot rank equally, other than inrelation to the next dividend,distributioninterestОFpayment
41	Reason for request for quotationnowExample: In the case of restricted securities, endof restriction period	End of restriction period
	(if issued upon conversion ofanother security, clearly identifythat other security)
		Number+ Class

Ordinary Fully Paid $42$ Number and $t$ class of all $64,752,853$ +securities quoted on ASX Shares (including the securities in clause $38)$ Options 38,349,300 $^{\copyright}$ $2OC$ expiring 04/08/10

Quotation agreement

• *Quotation of our additional *securities is in ASX's absolute discretion. ASX $\mathbf{I}$ may quote the +securities on any conditions it decides.
• We warrant the following to ASX. $\overline{\mathbf{z}}$
  • 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.
• We will indemnify ASX to the fullest extent permitted by law in respect of any 3 claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{\mathbf{A}}$ 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.

(Company secretary)

Date: 23/10/08

Print name: David Alan Zohar

Sign here:

24/10/2005Appendix 3B Page 9

+ See chapter 19 for defined terms.

$== == == == ==$

+ See chapter 19 for defined terms.