REGIS RESOURCES LIMITED — Capital/Financing Update 2003

Sep 10, 2003

Johnson's Well Mining N.L.

ABN 28 009 174 761

Level 8, 580 St Kilda Road, Melbourne Victoria 3004, Australia

PO Box 6315, St Kilda Road Central Melbourne, Victoria 8008, Australia

Telephone: +61 3 8532 2830 Facsimile: +61 3 8532 2805 Email: johnsons@axisc.com.au

11 September 2003

Manager Announcements Company Announcements Office Australian Stock Exchange Limited $4th$ Floor 20 Bridge Street Sydney NSW 2000

Dear Sir

Summary of Announcement

• Duketon Joint Venture, Moolart Well prospect preliminary laterite zone $(i)$ estimate.
• $(ii)$ Placement of Ordinary Shares

Details of Announcement

$(i)$ . The Directors are pleased to announce that Newmont Australia Limited ("Newmont") has advised the Company of results from preliminary, unaudited estimates they have prepared for near surface (0 to 40 metres depth) gold bearing laterite material within the Moolart Well prospect.

The Company believes that these estimates (which are not JORC compliant) indicate that this zone, which extends for approximately 4.5 kilometres in a North South direction, has the potential to host a significant laterite gold resource. Using a 20.0 gramme per tonne ("g/t") top cut and a 0.5 g/t cut off grade, the current study has identified a mineral concentration of approximately 16.3 million tonnes at 1.0 g/t for 520,000 ounces.

In addition the Company believes that, with further work, this estimate could be elevated to Inferred Resource status. The Company also understands that the exploration program approved for the six months ending December 31, 2003 will see previously announced deeper gold intersections followed up to better define mineralisation at depth.

The Moolart Well prospect is located approximately 100 kilometres north of Laverton in the Duketon Greenstone Belt of Western Australia. The Moolart Well prospect is part of the Duketon Project, which is a joint venture between the Company and Newmont Australia. Newmont is manager of the joint venture. The Company currently holds a 20% interest in the Duketon Project.

The approved budget for the Duketon Project for the six months ending December 31 2003 is A$1.8 million.

The technical information in this announcement has been supplied by Newmont and has been reviewed for the Company by Dr. David Tyrwhitt who is a member of the Australasian Institute of Mining and Metallurgy and has 40 vears experience in the industry.

$(ii)$ The Directors are also pleased to announce that they have placed 6,000,000 fully paid ordinary shares at 7 cents raising $420,000. The funds are to be used for exploration and working capital purposes. An Appendix 3B is attached.

The Company also wishes to advise that for the purposes of ASIC Class Order CO 02/1180, there is no information of the kind that would be required to be disclosed under subsection 713(5) of the Corporations Act 2001 if a prospectus were to be issued in reliance on section 713 in relation to an offer of the securities.

Yours faithfully

PETER LEE General Manager Corporate & Company Secretary

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.

Name of entity

Johnson's Well Mining N.L.

ABN

28 009 174 761

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).

$\overline{1}$ *Class of *securities issued or to be issued

Fully paid ordinary shares

• $\overline{2}$ Number of *securities issued or to be issued (if known) or maximum number which may be issued
• 3 Principal terms of the "securities (eq. 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)

6,000,000 fully paid ordinary shares.

Fully paid ordinary shares

+ See chapter 19 for defined terms.

4	Do the +securities rank equally in allrespects from the date of allotment withan existing *class of quoted *securities?If the additional securities do not rankequally, please state:the date from which they dothe extent to which they participatefor the next dividend, (in the case ofa trust, distribution) or interestpaymentthe extent to which they do not rankequally, other than in relation to thenext dividend, distribution or interestpayment	All shares allotted will rank pari pasu withexisting ordinary shares. Shares allotted fromthe exercise of options will rank pari pasu fromthe date of allotment.
5.	Issue price or consideration	$0.07 for each fully paid ordinary share
6	Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets)	1. To enable the Company to continue toconduct its exploration program;2. To provide working capital to the Company.
7	Dates of entering *securities intouncertificated holdings or despatch ofcertificates	16 September 2003
		Number	+ Class
8	Number and + class of all +securitiesquoted on ASX (including the securitiesin clause 2 if applicable)	72,714,31316,470,480	Ordinary SharesOptions maturing 31October 2012
		Number	+ Class
9	Number and +class of all +securities notquoted on ASX (including the securitiesin clause 2 if applicable)	82,500	Options expiring24/03/2010
		10,766,079	Options expiring 30April 2012
10	Dividend policy (in the case of a trust,distribution policy) on the increasedcapital (interests)	N/A

$\overline{\text{+ See chapter 19}}$ for defined terms.

Part 2 - Bonus issue or pro rata issue

• Is security holder approval required? $11$
• $12$ Is the issue renounceable or nonrenounceable?
• $13$ Ratio in which the +securities will be offered
• *Class of *securities to which the offer 14 relates
• $15$ *Record date to determine entitlement
• 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
• $17$ Policy for deciding entitlements in rela to fractions
• 18 Names of countries in which the entity has *security holders who will not be s new issue documents

Note: Security holders must be told how the entitlements are to be dealt with.

Cross reference: rule 7.7.

• 19 Closing date for receipt of acceptance renunciations
• Names of any underwriters 20
• $21$ Amount of any underwriting fee or commission
• 22 Names of any brokers to the issue
• 23 Fee or commission payable to the bro to the issue

	N/A
	$\rm N/A$
	$\overline{\text{N/A}}$
ŕ	$\rm N/A$
İs	$\rm N/A$
	N/A
tion	N/A
ent	$\overline{\text{N/A}}$
eir
s or	$\overline{\text{N/A}}$
	N/A
	N/A
	$\overline{\text{N/A}}$
xer	N/A

+ See chapter 19 for defined terms.

Appendix 3B New issue announcement

24	Amount of any handling fee payable tobrokers who lodge acceptances orrenunciations on behalf of *securityholders	N/A
25	If the issue is contingent on +securityholders' approval, the date of the meeting	N/A
26	Date entitlement and acceptance formand prospectus or Product DisclosureStatement will be sent to persons entitled	N/A
27	If the entity has issued options, and theterms entitle option holders to participateon exercise, the date on which noticeswill be sent to option holders	N/A
28	Date rights trading will begin (ifapplicable)	N/A
29	Date rights trading will end (if applicable)	N/A
30	How do *security holders sell theirentitlements in full through a broker?	N/A
31	How do *security holders sell part of theirentitlements through a broker and acceptfor the balance?	N/A
32	How do *security holders dispose of theirentitlements (except by sale through abroker)?	N/A
33	*Despatch date	N/A

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)

$(a)$ M

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

+ See chapter 19 for defined terms.

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

(If the additional securities do not form $\overline{a}$ new class, go to 43) Tick to indicate you are providing the information or documents

	+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 +securitiessetting 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
	A copy of any trust deed for the additional *securities

If the +securities are +equity securities, the names of the 20 largest holders of the additional

35

A copy of any trust deed for the additional *securities

(now go to 43)

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 $\bullet$
• 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 ٠ equally, other than in relation to the next dividend, distribution or interest payment

+ See chapter 19 for defined terms.

Reason for request for quotation now $\Delta$ 1

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

	Number	+ Class
Number and *class of all *securitiesquoted on ASX ( including the securitiesin clause 38)

(now go to $43$ )

All entities

Fees

43 Payment method (tick one)

	Cheque attached

Electronic payment made

Note: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same time.

Periodic payment as agreed with the home branch has been arranged

Note: Arrangements can be made for employee incentive schemes that involve frequent issues of securities.

Quotation agreement

• $\mathbf{I}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
• We warrant the following to ASX. $\overline{2}$
  • The issue of the "securities to be quoted complies with the law and is not for an ٠ illegal purpose.
  • There is no reason why those *securities should not be granted *auotation.
  • 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.

+ See chapter 19 for defined terms.

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.

• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the *securities to be quoted, it has been provided 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.

• We give ASX the information and documents required by this form. $\overline{4}$ 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.

• - - - - - - - -

(Company Secretary)

Date:

11/09/03

Print name:

Sign here:

Peter J Lee

• See chapter 19 for defined terms.