Resolute Mining Limited — Share Issue/Capital Change 2008

Sep 24, 2008

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ASX ANNOUNCEMENT

EXERCISE OF OPTIONS

As a result of the exercise of unlisted options, Resolute Mining has issued and allotted 55,000 fully paid ordinary shares at an average issue price of $1.13 per share.

Please find attached a copy of the Appendix 3B relating to the issue of these ordinary shares.

For and on behalf of the Board

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GREG FITZGERALD Company Secretary

25 September 2008

RESOLUTE MINING LIMITED A.B.N. 39 097 088 689

4th Floor, BGC Centre, 28 The Esplanade, Perth, Western Australia 6000. P.O. Box 7232 Cloisters Square, Perth, Western Australia 6850 Telephone : (08) 9261 6100 Facsimile : (08) 9322 7541 Email : contact@resolute-ltd.com.au

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

Resolute Mining Limited

ABN

39 097 088 689

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 beissued2Number of+securities issued or tobe issued (if known) or maximumnumber which may be issued3Principal terms of the+securities(eg, if options, exercise price andexpirydate;ifpartlypaid+securities, the amount outstandingand due dates for payment; if+convertiblesecurities,theconversion price and dates forconversion)	Fully paid ordinary shares
	Ordinary shares – 55,000 fully paid
	Ordinary shares issued rank equally withexisting shares.

• See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

ppendix 3Bew issue announcement	ppendix 3Bew issue announcement
		ry shares – Yes
4Do the+securities rank equally in allrespects from the date of allotmentwith an existing+class of quoted+securities?If the additional securities do notrank equally, please state:• the date from which they do• theextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest payment• the extent to which they do notrank euall other than in	Ordina	ry shares – Yes
qy,relation to the next dividend,distribution or interest payment5Issue price or consideration6Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets)7Dates of entering+securities intouncertificated holdings or despatchof certificates8Numberand+classofall+securitiesquotedonASX(_including_the securities in clause2 if applicable)
	Shares55,000	Issue Price Consideration ($) $1.13 62,150
	The shunliste	ares have been issued as a result ofd option holders exercising their options.
	The oron 25dispatc	dinary shares to be issued will be issuedSeptember 2008 and holding statementshed by25 September 2008.
	Numbe	r	+Class
	281,03	4,725	Fully paid ordinaryshares.

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

9Numberand+classofall+securities not quoted on ASX(_including_the securities in clause2 if applicable)10Dividend policy (in the case of atrust, distribution policy) on theincreased capital (interests)	Number	+Class
	115,000120,000335,000372,000105,000	Optionswithanexercise price of $1.42andexpiryof21December 2009.Optionswithanexercise price of $1.13andexpiryof23March 2011.Optionswithanexercise price of $1.33andexpiryof24October 2011.Optionswithanexercise price of $2.13and expiry of 22 May2013.Optionswithanexercise price of $1.63andexpiryof29August 2013.
	The Directors may from time to time determinedividends to be distributed to membersaccordingto their rights and interests.

Part 2 - Bonus issue or pro rata issue

11Issecurityholderapprovalrequired?12Is the issue renounceable or non-renounceable?13Ratio in which the+securities willbe offered14+Class of+securities to which theoffer relates15+Recorddatetodetermineentitlements16Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements?	No.
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

17Policy for deciding entitlements inrelation to fractions18Names of countries in which theentity has+security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.19Closingdateforreceiptofacceptances or renunciations20Names of any underwriters21Amount of any underwriting fee orcommission22Names of any brokers to the issue23Fee or commission payable to thebroker to the issue24Amountof any handling feepayable to brokers who lodgeacceptances or renunciations onbehalf of+security holders25If the issue is contingent on+security holders’ approval, thedate of the meeting26Date entitlement and acceptanceform and prospectus or Product	17Policy for deciding entitlements inrelation to fractions18Names of countries in which theentity has+security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.19Closingdateforreceiptofacceptances or renunciations20Names of any underwriters21Amount of any underwriting fee orcommission22Names of any brokers to the issue23Fee or commission payable to thebroker to the issue24Amountof any handling feepayable to brokers who lodgeacceptances or renunciations onbehalf of+security holders25If the issue is contingent on+security holders’ approval, thedate of the meeting26Date entitlement and acceptanceform and prospectus or Product	17Policy for deciding entitlements inrelation to fractions18Names of countries in which theentity has+security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.19Closingdateforreceiptofacceptances or renunciations20Names of any underwriters21Amount of any underwriting fee orcommission22Names of any brokers to the issue23Fee or commission payable to thebroker to the issue24Amountof any handling feepayable to brokers who lodgeacceptances or renunciations onbehalf of+security holders25If the issue is contingent on+security holders’ approval, thedate of the meeting26Date entitlement and acceptanceform and prospectus or Product	17Policy for deciding entitlements inrelation to fractions18Names of countries in which theentity has+security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.19Closingdateforreceiptofacceptances or renunciations20Names of any underwriters21Amount of any underwriting fee orcommission22Names of any brokers to the issue23Fee or commission payable to thebroker to the issue24Amountof any handling feepayable to brokers who lodgeacceptances or renunciations onbehalf of+security holders25If the issue is contingent on+security holders’ approval, thedate of the meeting26Date entitlement and acceptanceform and prospectus or Product	17Policy for deciding entitlements inrelation to fractions18Names of countries in which theentity has+security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.19Closingdateforreceiptofacceptances or renunciations20Names of any underwriters21Amount of any underwriting fee orcommission22Names of any brokers to the issue23Fee or commission payable to thebroker to the issue24Amountof any handling feepayable to brokers who lodgeacceptances or renunciations onbehalf of+security holders25If the issue is contingent on+security holders’ approval, thedate of the meeting26Date entitlement and acceptanceform and prospectus or Product	N/A	N/A	N/A	N/A	N/A	N/A
					N/A
	Note: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.9Closingdateforreceiptof
					N/A
					N/A
					N/A
					N/A
					N/A
					N/A
					N/A
					N/A
		Disclosure Stpersons entitl	atement will be sened	t to
2728		If the entitythe terms enparticipate owhich noticeholdersDate rightsapplicable)	has issued options,title option holdern exercise, the dates will be sent to optrading will begin	ands toontion(if	N/A
					N/A
29Date rights trading will end (ifapplicable)
					N/A

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

	30Howentitlebroker31Howof thbroker
		30Howentitlebroker31Howof thbroker	do+security holderments_in full_t?do+security holdereir entitlements tand accept for the +	s sell theirhrough as sell_part_hrough abalance?	N/	A
					N/	A
		32How dosecurity holders disposeof their entitlements (except by sale			N/	A
		through a broker)?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) ⌧[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

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

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38Number of securities for which+quotation is sought39Class of+securities for whichquotation is sought40Do the+securities rank equally in allrespects from the date of allotmentwith an existing+class of quoted+securities?If the additional securities do notrank equally, please state:• the date from which they do• theextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest payment• the extent to which they do notrank equally, other than inrelation to the next dividend,distribution or interest payment41Reason for request for quotationnowExample: In the case of restricted securities, end ofrestriction period(if issued upon conversion ofanother security, clearly identify thatother security)42Number and+class of all+securitiesquoted on ASX (_including_thesecurities in clause 38)
	Number	+Class

• See chapter 19 for defined terms.

Appendix 3B Page 6

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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: ..25 September 2008...... ( Director /Company secretary)

Print name: ...Greg Fitzgerald............

• See chapter 19 for defined terms.

Appendix 3B Page 7

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