REGIS RESOURCES LIMITED — Capital/Financing Update 2008

Sep 4, 2008

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

Name of entity

Regis Resources Limited

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).

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 Ordinary Shares
	500,000
	Fully paid ordinary shares rank pari-passu with existing ordinary shares on issue from allotment

• See chapter 19 for defined terms.

Appendix 3B Page 1

11/3/2002

F:\COMPANY SECRETARY\ANNOUNCEMENTS\2008\App 3B - 050908.doc

Appendix 3B New issue announcement

4 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 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and+class of all+securities quoted on ASX (_including_the securities in clause 2 if applicable)	Yes	Yes
	$0.17 per share
	Issued to Genetic Technologies Limited as part payment for purchase of minority Joint Venture interest in North Laverton tenements.
	5 September 2008
	Number	+Class
	240,999,177 3,897,023 2,576,611 9,526,894	Ordinary Shares Options maturing 31 October 2012 Options expiring 30 April 2012 Options expiring 31 January2014

• See chapter 19 for defined terms.

Appendix 3B Page 2

11/3/2002

F:\COMPANY SECRETARY\ANNOUNCEMENTS\2008\App 3B - 050908.doc

Appendix 3B New issue announcement

9 Number and+class of all+securities not quoted on ASX (_including_the securities in clause 2 if applicable)	Number	+Class
	1,290,000 828,000 45,000 1,800,500 927,500 49,075,000	Options expiring 28/11/2010 Options expiring 31/10/2011 Options expiring 08/12/2011 Options expiring 15/06/2012 Options expiring 15/06/2012 Warrants exercisable into ordinary shares expiring 22/07/2010.

• 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

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.	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

Appendix 3B Page 3

11/3/2002

F:\COMPANY SECRETARY\ANNOUNCEMENTS\2008\App 3B - 050908.doc

Appendix 3B New issue announcement

19 Closing date for receipt of acceptances or renunciations 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? 32 How do+security holders dispose of their entitlements (except by sale through a broker)?	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

Appendix 3B Page 4

11/3/2002

F:\COMPANY SECRETARY\ANNOUNCEMENTS\2008\App 3B - 050908.doc

Appendix 3B New issue announcement

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, 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

(If the additional securities do not form a new class, go to 43) 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

(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

• See chapter 19 for defined terms.

Appendix 3B Page 5

11/3/2002

F:\COMPANY SECRETARY\ANNOUNCEMENTS\2008\App 3B - 050908.doc

Appendix 3B New issue announcement

• 40 Do the[+] securities rank equally in all Yes 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, N/A 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
N/A

(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.

• See chapter 19 for defined terms.

Appendix 3B Page 6

11/3/2002

F:\COMPANY SECRETARY\ANNOUNCEMENTS\2008\App 3B - 050908.doc

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.

• 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.

• 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: 05/09/2008

(Company Secretary)

Print name: Tim Hickman

• See chapter 19 for defined terms.

11/3/2002

Appendix 3B Page 7

F:\COMPANY SECRETARY\ANNOUNCEMENTS\2008\App 3B - 050908.doc

Appendix 3B New issue announcement

In accordance with paragraph 5(e) of section 708A of the Corporations Act, the Company gives notice that it has issued 61,470 fully paid ordinary shares to investors without disclosure under Part 6D.2 of the Corporations Act. As at the date of this notice, the Company has complied with (i) the provisions of Chapter 2M as they apply to the Company; and (ii) Section 674 of the Corporations Act. The Company states that as at the date of this notice, there is no information that is excluded information within the meaning of sub-sections 708A(7) and (8) of the Corporations Act.

• See chapter 19 for defined terms.

Appendix 3B Page 8

11/3/2002

F:\COMPANY SECRETARY\ANNOUNCEMENTS\2008\App 3B - 050908.doc

==> picture [86 x 54] intentionally omitted <==

5 September 2008

Manager Announcements Company Announcements Office Australian Securities Exchange 4[th] Floor, 20 Bridge St Sydney NSW 2000

Regis Resources Limited ABN 28 009 174 761 www.regisresources.com

Melbourne Office Level 11, 461 Bourke Street Melbourne VIC 3000 Australia

P +61 (0)3 8602 6500 F +61 (0)3 8602 6560

Perth Office

Ground Floor, 62 Colin Street West Perth WA 6005 Australia PO Box 810 West Perth WA 6872 Australia P +61 (0)8 9442 2200 F +61 (0)8 9442 2290

Dear Sir,

NOTIFICATION PURSUANT TO SECTION 708A(5)(e) OF THE CORPORATIONS ACT 2001

On 4 September 2008, Regis Resources Limited ("Company") issued 500,000 fully paid ordinary shares ( Shares ) of the Company.

The Company hereby notifies ASX under section 708A(5)(e) of the Corporations Act 2001 ( Corporations Act ) that:

• (a) the Company issued the Shares without disclosure to investors under Part 6D.2 of the Corporations Act;

• (b) as at 5 September 2008, the Company has complied with the provisions of Chapter 2M of the Corporations Act as they apply to the Company and section 674 of the Corporations Act; and

• (c) as at 5 September 2008, there is no information:

• (i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

• (ii) that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:

  • (A) the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

  • (B) the rights and liabilities attaching to the Shares.

Yours sincerely

==> picture [143 x 37] intentionally omitted <==

David Walker Managing Director

For further information contact:

Mr David Walker Dr Michael Folie Managing Director Chairman Regis Resources Ltd Regis Resources Ltd 03 8602 6500 03 8602 6500

This announcement does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S Securities Act and applicable state securities laws or an exemption from such registration is available.