REGIS RESOURCES LIMITED — Major Shareholding Notification 2006

Jan 18, 2006

Allens Arthur Robinsor

	$\mathbf{v}$	#30826
Date	19 January 2006	ABN 47 702 595 756
Page	1 of 4	The Chifley Tower2 Chifley Square
From	David Wenger / Kirsty Berger	Sydney NSW 2000Australia
To	Company Announcements, Australian StockExchange, Sydney, NSW	Tel 61 2 9230 4000Fax 61 2 9230 5333
Fax	1900999279	CorrespondenceGPO Box 50Sydney NSW 2001AustraliaDX 105 Sydney

www.aar.com.au

Confidential Fax Fax enquiries ring 61 2 9230 4631

Dear Sir/Madam

Regis Resources NL - Notice of Initial Substantial Holder

We act for Rubicon Master Fund and attach a Form 603 "Notice of Initial Substantial Holder" executed by our client.

Yours sincerely

David Wenger

Parmer David.Wenger@aar.com.au Tel 61 2 9230 4680

Kirsty Berger Lawyer Kirsty.Berger@aar.com.au Tel 61 2 9230 5055

Our Ref 205644448:205644448

cyxs S0111656858v1 205644448 19.1.2006

by AS OUT TROUGOOVT 2000044446This document and any following pages may contain protonal information and is intended solely for the named addresses. It is confidential and may beThis document and any following pages may

syone y Melbourne Brisbang PenhPenhPort Moresby Port MoresuSingaporeHong KongJakartaShanghai BangkokPhnom Penh

						603	pano 172	15.July 2001
					Form 603Corporations Act 2001Section 671B
					Notice of initial substantial holder
To Company Name/Scheme			Regis Resources N.L.
ACNARSN		009 174 751
	Details of substantial holder (1)
Name					Rubcon Master Fund, Rubicon Fund Menagement Limited, Rubicon Fund Management LLP (logather, the RubiconEntities) and Paul Anthony Brawer, Jeffrey Eugene Brummatte, William Francis Callanan, Vilas Gadkart, Robert Michael,Greenshields and Horrace Joseph Leitch (the Principalis)
ACN/ARSN (iPapplicable)
	The holder became a substantial holder on			15/01/2105
	Details of voting power
	The total number of votes attacted to all the volting shares in the company or volting interests in the scheme that the substantial holder or an associale (2) had a
	relevant interest (3) In on the date the substantial holder became a substantial holder are as follows.
	Class of securities (4)Ordinary Fully Feld Strares			Mumber of securities	Person's votes (5).	Voting power (6)
			98,864,200		48,864,200 -	13.0%
	Betalls of relevant interests:The nature of the relevant interest the substantial holder or an associate had in the following voltigs securities on the Edd at the substantial holder became a
	substantial holder are sa follows:
	Holder of relevant interest			Nature of relevant interest (2)	Relevant interast under s 608t1J(b) and	Class and number of securities
				(c) of the Comunicity Act, being:- the nower to control the exercise of a
				ių Rėgis Resources NL and	right to vote attached to ordinary shares
	Rubicon Fund Management Limited			- the power to control the exercise of apower lo dispose of ordinary shares in		48,964,200 ordinary strares
				Regis Resources NC	by virtue of Rubicon Fund Management.
				Ltd'a position as Manager of RubiconMaster Fund.
					Refevant Interest Under = 608(1)(b) and
				(c) of the Corporations Act, being:	-the power to control the exercise of a
	Rubicon Fund Management LLP			in Regis Resources NL; and-the power to control the exercise of a	right to vote attached to brillnary snares	48,864,200 ordinary shares
				power to dispose of ordinary shares inIRegis Resources NL	by virtue of Rublcon Fund Management
				LLP's position as Manager of RubiconMaster Fund.
	The Principals .			Corporations Act being a relevant	Relevant interest under s608(1)(c) of the	48,884,200 ordinary shares
				interest held through the Rublcon.Entities.

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

$\mathcal{F}_{\mathcal{A}}$

$\frac{1}{2}$ , $\frac{1}{2}$ , $\frac{1}{2}$ , $\frac{1}{2}$ $\mathcal{I}_\mathrm{c}$

Holder or relevent	-----_________Realstered holder of	.$-11111$--Petson entitled to bo	---Class and number
interest	securities	registered as holder (8)	of securities
--	.		.

kyis.SQ111655818v1 150220

		-69315 July 2001
		page 272-
Associates
		The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
	Name and ACN/ARSN (Fapplicable).	Nature of association."
	Rubicon Fund Management Limited	$[{\tt Assoc}$ iate gursuant lo s $,12(2)!\langle2\rangle!\langle\hat{n}\rangle!\langle\hat{n}\rangle$ of the Corporations Act, being a body-corporate $,$that controls the Rubicon Master Fund.
	Rubicon Fund Management LLP	[Associate pursuani to s. 12(2)(a)(ii) of the Corporations. Act,' being a body corporatethat controls the Rublcon Master Fund.
7. Addresses
	The addresses of persons named in this form are as follows:
	-Name	Address
	Robiena Master Fun	PO Bòx 309, Ugland House, George Town, Cayman Islands.
	Rubicon Fund Management LLP	. 100 Mount Street, London, WIKZTJ, U.K.
	Rufticon Fond Management Ltd	jci- Rubicon Fund Management LLP, 103 Moont Street, London, W1K2TJ, U.K. .
	The Principala	(c/- Rub)con Fund Management LLP. 103 Mount Street, Loadon, W1K2TJ, U.K.
Signature		artner, Kubican AnukTenagement LLFWestment Moneybisen Matte
	print hame	105664сарадіу
	alan here	$12$ cod $\omega$ו 21date
		DIRECTIONS
(4)	is clearly set out in paragraph 7 of the form.	ll here are a nomber of substantal holders with similar or related relevant interests (eg. a combration and its related compositions, or the manager andfrustee of an equity trust), the names could be induded in an annexure to the form. If the relevant interests of a proup of persons are assentially similar,they may be referred to throughout the form as a specifically named group if the incrime stip, of each group, with the wanter and addresses of members.
$\left\langle 2\right\rangle$	See the detinition of "assectate" in section 9 of the Corporations Act 2001.
$\left( 3\right)$		See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
内.	The voling shares of a company constitute one class unless divided into separate classes.
(S)	relevant inferest in.	The folst humber of votas affacted to all the voting shares in the company or voting interests in the scheme (if any) that the person or an exactate has a
(f)		The person's votes divided by the folal votes in the body comprate or scheme multiplied by 100.
(7)	include details of:
(a)		any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 6718(4) applies, a copy of anydocument setting our the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract,scheme or amangement, must accompany this form, together with a written statement certifying this contract, scheme or amangement; and
(b)		any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the velling powers or disposal of thesecurities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).
	See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
$\langle \mathbf{B} \rangle$		If the substantial holder is unable to determine the identity of the person (eg. if the relayant interest arises because of an option) write "unknown,""
Ò9,	are not paid directly to the person from whom the relevant interest was acquired.	Details of the consideration, must include any and all benefits, moneys and other, that any petson from whom a relevant interest was acquired hea, ormay, become entited to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of acontingency. Details must be included of any benefit hald on behalf of the substantial initial or its associate in relation to the acquisitions, even if they
	Yyls S0111655813v1 150220

$\label{eq:2} \frac{1}{2} \int_{0}^{2\pi} \frac{d\mu}{\lambda} \left( \frac{d\mu}{\lambda} \right) \frac{d\mu}{\lambda} , d\mu , d\mu , d\mu , d\mu , d\mu , d\mu , d\mu , d\mu$

$\hat{\mathbf{r}}$

$\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{$

$\label{eq:1} \frac{1}{\sqrt{2}}\int_{0}^{1} \frac{1}{\sqrt{2\pi}}\left(\frac{1}{\sqrt{2\pi}}\right)^{2} \frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt$

$\mathcal{L}{\text{max}}$ and $\mathcal{L}{\text{max}}$

$\frac{1}{2}$ in $\frac{1}{2}$

$\frac{1}{2}$

			---
The persons named in here?	Rubicon Master Fund	`ln/a		46.654,200
		.	___

5. Cohsideration

The consideration paid for each relevant interest referred to in peragraph 3 above, and acculted in the four months prior to the day that the substantial holder became a substantial notder is as follows: $\mathbf{r}$

.Holder of Televantinhattar1111	Date of acquisition	Consideration (S)		Class and numberof securities.
		Gash	Non-cash
The persons named in lient 3	115 January 2006	S4.886.A20		46,864,200 örçünəlyshares
	_____