PATERSON RESOURCES LTD — Share Issue/Capital Change 2008

Nov 3, 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

45 115 593 005

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).

$\mathbf{1}$ +Class of +securities issued or to be issued

Ordinary

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

Exercise of Options at 20 cents each per

Option

10,000 Ordinary Fully Paid Shares

+ See chapter 19 for defined terms.

4	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 dothe extent to which they$\bullet$participateforthenextdividend, (in the case of atrust, distribution) or interestpaymentthe extent to which they do٠not rank equally, other than inrelation to the next dividend,distributioninterestOrpayment
5	Issue price or consideration	20 cents each
6	Purpose of the issue(If issued as consideration for theacquisition ofassets,clearlyidentify those assets)	Exercise of 10,000 Options expiring04/08/2010
7	Dates of entering + securitiesinto uncertificated holdings ordespatch of certificates	4 November 2008
		Number	+ Class
8	Numberand $+$ class$\circ$ fall
	+ securitiesquotedonASXincluding)thesecuritiesinclause 2 if applicable)	64,762,85338,339,300	Ordinary Fully PaidSharesOptions Expiring04/08/2010

$\widetilde{\cdot}$

$\overline{a}$

$\mathcal{L}$

+ See chapter 19 for defined terms.

• $\overline{9}$ Number and +class of all *securities not quoted on ASX (including the securities in clause 2 if applicable)
• Dividend policy (in the case of a $10o$ trust, distribution policy) on the increased capital (interests)

Number	+ Class
NIL

• Part 2 Bonus issue or pro rata issue
• $\mathbf n$ Is security holder approval required?
• Is the issue renounceable or non- $12$ renounceable?
• Ratio in which the +securities $13$ will be offered
• +Class of +securities to which the $14$ offer relates
• +Record date to 15 determine entitlements
• 16 Will holdings on different registers (or subregisters) be aggregated $f_{\rm O}$ r calculating entitlements?
• Policy for deciding entitlements 17 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.

+ See chapter 19 for defined terms.

$\begin{tabular}{llll} \multicolumn{2}{l}{{\small\bf{Closing}}}&\textit{date}&\textit{for}&\textit{receiver}&\textit{of}\\textit{acceptances or renunciations}&\multicolumn{2}{l}{{\small\bf{CCorr}}}&\textit{infinite}&\textit{infinite}&\textit{infinite}\ \multicolumn{2}{l}{\small\bf{A}\textbf{C}\textbf{C}\textbf{D}\textbf{D}\textbf{D}\textbf{D}\textbf{D}\textbf{D}\textbf{D}\textbf{D$ 19

• See chapter 19 for defined terms.

$\epsilon$

• Names of any underwriters $20$
• Amount of any underwriting fee ${\bf 21}$ or commission
• Names of any brokers to the $22$ issue
• Fee or commission payable to the $23$ broker to the issue
• Amount of any handling fee $24$ payable to brokers who lodge acceptances or renunciations on behalf of +security holders
• If the issue is contingent on $25$ *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
• Date rights trading will begin (if $28$ applicable)
• 29 Date rights trading will end (if applicable)
• How do +security holders sell 30 their entitlements in full through a broker?
• How do +security holders sell $31$ part of their entitlements through a broker and accept for the balance?

+ See chapter 19 for defined terms.

+ See chapter 19 for defined terms.

How do +security holders dispose $32$ 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, emailplus received because at the case of the convertion princip paint permit contracts that become range paintemployee incentive share securities when restriction ends, securities issued on expiry or conversion of conver

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 35 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 36 *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

37

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

• $38$ Number of securities for which +quotation is sought
• Class of +securities for which 39 quotation is sought
• Do the +securities rank equally in 40 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 $\bullet$
• the extent to which they $\bullet$ 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 $\alpha$ 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	$+C$ lass

+ See chapter 19 for defined terms.

Quotation agreement

• +Quotation of our additional +securities is in ASX's absolute discretion. ASX $\mathbf{1}$ may quote the 'securities on any conditions it decides.
• We warrant the following to ASX. $\overline{\mathbf{2}}$
  • 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 $\overline{3}$ 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 $\overline{4}$ 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:

(Director/Company secretary)

Date: 04/11/2008

Print name:

DAVID ALAN ZOHAR

+ See chapter 19 for defined terms.

== == == == ==

+ See chapter 19 for defined terms.