REGIS RESOURCES LIMITED — Capital/Financing Update 2005

Dec 13, 2005

Reais Resources 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: regis@axisc.com.au

14 December 2005

Manager Announcements Company Announcements Office Australian Stock Exchange Limited 4th Floor, 20 Bridge Street Svdnev NSW 20000

Dear Sir

Summarv

The Directors of Regis Resources NL ("Regis") are pleased to advise that the formal agreement with Newmont Australia Limited group ("Newmont") for the restructure of the Duketon joint ventures including the acquisition of the 49% interest in Newmont's 100% subsidiary, Newmont Duketon Pty Ltd ("Newmont Duketon"), has been executed.

Newmont Duketon holds an 80% interest and Regis holds a 20% interest in the Duketon Region and Rosemont Joint Ventures. Regis is manager of exploration and will increase its direct and indirect equity in the joint ventures to 59.2% from completion. The properties covered by the joint ventures (in some of which third parties also hold interests) are highlighted on the attached map.

Detail

The main terms of the acquisition were announced on 10 March 2005 and are as follows:

• Regis will acquire a 49% shareholding in Newmont Duketon and be offered one seat $\bullet$ on the three-person Newmont Duketon board.
• Regis will become manager of the Duketon joint ventures (Newmont Duketon will $\bullet$ remain manager of the Deleta Joint Venture) and Regis will sole fund and conduct all exploration on the JV tenements at a minimum rate of $10 million by 31 May 2007. All exploration expenditure incurred since 1 January 2005 is counted towards the $10 million;
• Regis will be granted a further representative (for a total of two) on the five-person Exploration Management Committee, which oversees all exploration and administrative activities of the Duketon Joint Ventures:
• Newmont will have the right to contribute to any future capital raising undertaken by $\bullet$ Regis on a pro rata basis;
• Regis will grant Newmont the right to reacquire a 75% equity in any gold deposit greater than 2.5 million ounces under certain conditions (including Newmont having funded a feasibility study and decided to proceed with a mining operation), and if exercised. Newmont will pay Regis an amount equal to 300% of the exploration expenditure incurred on that deposit by Regis:
• In addition to any rovalties payable to third parties. Regis will grant Newmont a $\bullet$ maximum 2% net smelter return royalty, on Regis' direct and indirect share of the future revenues from the production of all metals from the Duketon joint venture tenements.

Significantly, a number of new terms have been included in the final agreement as follows:

• Newmont have granted Regis a call option over a further 26% interest in Newmont Duketon which can be exercised once Regis has spent $10 million (which it is required to spend by 31 May 2007) on the Duketon properties. If exercised by Regis. Regis will increase its interest in Newmont Duketon to 75% and through its shareholding in Newmont Duketon will control both the board of Newmont Duketon and the management committee of the joint ventures;
• If Regis as manager of the joint ventures proposes to develop a mining project and $\bullet$ Newmont Duketon does not wish to participate in the project, then Regis has the ability to conduct a feasibility study and develop a mining operation at its sole risk and cost, and Regis has the right to acquire Newmont Duketon's interest in that mining operation:
• Regis has a pre-emptive right and first right of refusal over Newmont's remaining interest in Newmont Duketon. If the call option is exercised, the pre-emptive right and first right of refusal ceases and Newmont can dispose of the remaining interest in Newmont Duketon. Newmont has agreed to allow Regis an opportunity to participate in any disposal process in these circumstances:
• Regis has granted Newmont a put option over the balance of Newmont's interest in $\bullet$ Newmont Duketon Pty Ltd which can be exercised once Regis has spent $10 million on the Duketon properties. If exercised by Newmont, Regis' interest in Newmont Duketon will increase to a minimum of 75%, and through shareholdings in Newmont Duketon Regis will control both the board of Newmont Duketon and the management committee of the joint ventures. Newmont Duketon may become a wholly owned subsidiary of Regis through the exercise of this put option;
• The number of shares to be issued to Newmont has been reduced by 10 million $\bullet$ shares to 256,532,027 ordinary shares in Regis, and Regis has agreed to relinguish its 1% net smelter rovalty over the Aurora tenements.

Yours sincerely

David Walker Managing Director

For further information contact:

Mr David Walker Managing Director Regis Resources NL 03 8532 2830

Dr Michael Folie Chairman Regis Resources NL 03 8532 2830

The technical information contained in this report has been reviewed by Mr. David Walker who is a member of the Australasian Institute of Mining and Metallurgy and has more than 20 years experience in the exploration industry.