Resolute Mining Limited — Share Issue/Capital Change 2005

Apr 10, 2005

ASX ANNOUNCEMENT

LETTER TO HOLDERS OF RESOLUTE LISTED OPTIONS

Attached is a copy of the letter sent today by the Company to holders of Resolute Mining Limited 11 June 2005 expiry listed options.

For and on behalf of the Board

GREG FITZGERALD Company Secretary

11 April 2005

REGISTERED OFFICE Resolute Mining Limited 4th Floor, BGC Centre 28 The Esplanade Perth WA 6000 Tel: (+61 8 9261 6100 Fax: +61 8 9322 7597

SHARE REGISTRY Security Transfer Registrars Pty Ltd 770 Canning Highway Applecross WA 6153 Tel (08) 9315 2333 Fax (08) 9315 2233 Email: registrar@securitytransfer.com.au

11 April 2005

Holder No: No of Options Held Amount to Pay

«HOLDER_NO» «NO OPTS» «AMT»

«NAME» «ADD1» $\alpha$ ADD2» «ADD3» «ADD4»

Dear Option Holder

YOUR OPTIONS TO ACQUIRE RESOLUTE MINING LIMITED SHARES AT $0.80 PER SHARE EXPIRE ON 11 JUNE 2005

We are writing to you as a registered holder of 11 JUNE 2005 expiry options ("Options") in RESOLUTE MINING LIMITED to remind you that the Options will expire at 5:00pm (WST) on 11 June 2005.

Your Option holding may be exercised in whole or in part by payment of $0.80 for each Option by no later than 11 June 2005. If payment is not received by 5:00pm (WST) on 11 June 2005, the Options will lapse and all rights under the Options will cease at that time.

Some of the courses of action available to you as a holder of these soon to expire Options are:

• Exercise the Options on or before 11 June 2005. a)
• Sell your Options. Quotation of the Options will cease at the close of trading on 3 June 2005. $b)$
• Do nothing, ie allow your Options to expire. If you do not exercise or sell your Options they will expire on C) 11 June 2005 and your right to subscribe for ordinary shares in RESOLUTE MINING LIMITED at $0.80 per share will lapse.

There is no obligation upon Option holders to exercise their Options. However, under paragraph 6.1, of Appendix 6A of the Australian Stock Exchange (ASX) Listing Rules, the company is required to advise Option holders of the information contained in this notice.

The market sale price of ordinary shares in RESOLUTE MINING LIMITED on ASX was $1.30 on 8 April 2005, being the last trading day in Perth prior to the date of this notice. During the 3 months preceding the date of this notice, the highest market sale price of ordinary shares on ASX was $1.56 on 14 March 2005, and the lowest market sale price of ordinary shares on ASX was $1.26 on 28 January 2005.

The market sale price of the Options in RESOLUTE MINING LIMITED on ASX was $0.50 on 8 April 2005, being the last trading day in Perth prior to the date of this notice. During the 3 months preceding the date of this notice, the highest market sale price of the Options on ASX was $0.76 cents on 14 March 2005, and the lowest market sale price of the Options on ASX was $0.50 on 8 April 2005.

If you wish to exercise your Options then you must complete the "Notice of Exercise of Options" on the reverse of this form and forward it together with payment of $0.80 per Option exercised to be received no later than 5:00pm (WST) on 11 June 2005 to the Company's share registry, being Security Transfer Registrars Pty Ltd at 770 Canning Highway, APPLECROSS WA 6153 or PO Box 535 APPLECROSS WA 6953.

Cheques should be made payable to "RESOLUTE MINING LIMITED" in Australian dollars only and should be crossed "Not negotiable". If you have any further questions please do not hesitate to contact our Registry on telephone (08) 9315 2333, facsimile (08) 9315 2233, or e-mail registrar@securitytransfer.com.au.

Yours faithfully

COMPANY SECRETARY

RESOLUTE MINING LIMITED

ABN: 39 097 088 689

Terms and Conditions of the Options Expiring 11th June 2005 (RSGO)

• Each option entitles the holder to subscribe for 1 fully paid ordinary share in the Company at a subscription price of 80 $\mathbf{i}$ . cents per share.
• The Options are exercisable at any time on or prior to 5pm (Perth time) on 11 June 2005 by completing the option ii. exercise form below and delivering it to the Company's Share Registry together with payment for the number of shares in respect of which the Options are exercised. A holder may only exercise the whole of his Options or a multiple of 1,000 Options.
• Subject to the Corporations Act 2001, the ASX Listing Rules and the Company's constitution, the Company will apply iii. to ASX for the Options to be admitted to quotation.
• All shares issued upon exercise of the Options will rank equally in all respects with the Company's then existing fully iv. paid ordinary shares. The Company will apply to ASX for the shares issued upon exercise of the Options to be admitted to quotation not later than 10 business days after their date of issue.
• Holders of Options may only participate in new issues of securities to holders of ordinary shares in the Company if an $\mathbf{v}$ option has been exercised and a share issued in respect of that option before the record date of determining entitlements to the new issue. The Company must give holders of Options notice at least 7 business days before the record date for any new issue for determining entitlements to that issue in accordance with the ASX Listing Rules.
• There will be no change to the exercise price of an option or the number of shares over which an option is exercisable in vi. the event of the Company making a pro rata issue of shares or other securities to holders of ordinary shares in the Company (other than a bonus issue).
• If there is a bonus issue of ordinary shares ("Bonus Issue") to the holders of ordinary shares in the Company, the vii. number of shares over which an option is exercisable will be increased by the number of shares which the holder would have received if the option had been exercised before the record date of the bonus issue ("Bonus Shares"). The Bonus Shares must be paid up by the Company out of the profits or reserves (as the case may be) in the same manner as applied in the Bonus Issue and upon issue rank equally in all respects as the other shares of that class on issue as at the date of issue of the Bonus Shares.
• If, prior to the expiry of the Options, there is a reorganisation of the issued capital of the Company, the Options are to be viii. treated in the manner set out in the ASX Listing Rules applying to reorganisations at that time.

.......................................

NOTICE OF EXERCISE OF OPTIONS

Shareholder Number:

Resolute Mining Ltd C/- Security Transfer Registrars Pty Ltd PO Box 535 Applecross WA 6953 Phone: 61 8 9315 2333 Fax: 61 8 9315 2233 Email: registrar@securitytransfer.com.au

I/We			_______________________________________
.

$Of$

the registered holder(s) of the Options, hereby exercise my/our Options to apply for the below amount of ordinary shares

Number in Words

I/We enclose application monies payable of $0.80 per option $\quad \text{$}$

And authorise you to register me/us as the holder of the shares to be allotted to me/us and l/we agree to accept such shares subject to the Rules of the Constitution of the Company.

Individual or Securityholder 1	Securityholder 2	Securityholder 3
Individual or Director	Director/Secretary	Sole Director or Sole Secretary
		DATED:
		MONTH VEADn∆∨

This application, with application money in Australian Currency, should be lodged at the Company's Share Registry on or before the Expiry Date. NOTE: Cheque should be made payable to "Resolute Mining Limited" and forwarded to Security Transfer Registrars.

Number in Figures