SABRE RESOURCES LIMITED — Capital/Financing Update 2007

Oct 16, 2007

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, 1/1/2003, 24/10/2005.

Name of entity

SABRE RESOURCES LIMITED

ABN

68 003 043 570

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 Approval is now being sought to list Options (exercisable at 35 cents each on or before 27 January 2010) which were part of the recent Prospectus Offer 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued No further securities are being 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) 14,000,000 Options (exercisable at 35 cents each on or before 27 January 2010) which were part of the recent Prospectus Offer 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 No 5 Issue price or consideration Nil

+ See chapter 19 for defined terms.

6	Purpose of the issue(Ifissuedasconsiderationfortheacquisition of assets, clearly identify thoseassets)
7	+securitiesDatesofenteringintouncertificatedholdingsordespatchofcertificates	17 October 2007
		Number	+Class
8	Number and +class of all +securities quotedon ASX (including the securities in clause 2if applicable)	42,434,85114,000,000	Ordinary fully paid shares
			Options (exercisable at 35 cents eachon or before 27 January 2010)
		Number	+Class
9	Number and +class of all +securities notquoted on ASX (including the securities inclause 2 if applicable)	32,000,000	Ordinary fully paid shares(Escrowed)
		23,000,000	Unlisted Options (exercisable at 10cents each on or before 31 December2012)
		1,500,000	Unlisted Options(exercisable at 15 cents each on orbefore 30 November 2008)
10	Dividend policy (in the case of a trust,distribution policy) on the increased capital(interests)		Not applicable

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) beaggregated for calculating entitlements?
17	Policy for deciding entitlements in relation to fractions

	Part 3 - Quotation of securities
33	+Despatch date
32	How do +security holders dispose of their entitlements (exceptby sale through a broker)?
31	How do +security holders sell part of their entitlements througha broker and accept for the balance?
30	How do +security holders sell their entitlements in full through abroker?
29	Date rights trading will end (if applicable)
28	Date rights trading will begin (if applicable)
27	If the entity has issued options, and the terms entitle optionholders to participate on exercise, the date on which notices willbe sent to option holders
26	Date entitlement and acceptance form and prospectus orProduct Disclosure Statement will be sent to persons entitled
25	If the issue is contingent on +security holders' approval, thedate of the meeting
24	Amount of any handling fee payable to brokers who lodgeacceptances or renunciations on behalf of +security holders
23	Fee or commission payable to the broker to the issue
22	Names of any brokers to the issue
21	Amount of any underwriting fee or commission
20	Names of any underwriters
19	Closing date for receipt of acceptances or renunciations
	Note: Security holders must be told how their entitlements are to be dealt with.Cross reference: rule 7.7.
	who will not be sent new issue documents
18	Names of countries in which the entity has +security holders

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 (Not including options)

(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

• See chapter 19 for defined terms.

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 theadditional +securities, and the number and percentage of additional +securities held bythose holders
36	⌧	If the +securities are +equity securities, a distribution schedule of the additional +securitiessetting 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

Entities that have ticked box 34(b)

quoted on ASX (including the securities in

clause 38)

38	Number of securities for which +quotationis sought
39	Class of +securities for which quotation issought
40	Do the +securities rank equally in allrespects from the date of allotment with anexisting +class of quoted +securities?If the additional securities do not rankequally, please state:•the date from which they do•the extent to which they participate forthe next dividend, (in the case of a trust,distribution) or interest payment•the extent to which they do not rankequally, other than in relation to thenext dividend, distribution or interestpayment
41	Reason for request for quotation now
	Example:Inthecaseofrestrictedsecurities, end of restriction period
	(if issued upon conversion of anothersecurity, clearly identify that other security)
		Number	+Class
42	Number and +class of all +securities

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.
• 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: Lodged electronically Date: 17 October 2007 Norman Grafton Company Secretary

== == == == ==

+ See chapter 19 for defined terms.

SABRE RESOURCES LTD

TOP TWENTY OPTIONHOLDERS OCTOBER 2007 PLACEMENT

NAME NUMBER OF OPTIONS

Ironbark Gold Limited	4,000,000
Merrill Lynch (Aust) Nominees Pty Ltd	3,000,000
Queensway Investments Pty Ltd	800,000
Cangu Pty Ltd	800,000
Icerig Nominees Pty Ltd	546,000
Serec Pty Ltd	500,000
Landlife Corporation Pty Ltd	400,000
Mandevilla Pty Ltd	360,000
Bluebase Pty Ltd	222,000
Mandevilla Pty Ltd (Superannuation Fund)	200,000
Seaward Holdings Pty Ltd	200,000
Tolkim Pty Ltd	200,000
Paul Gillett Investments Pty Ltd	180,000
Zimbali Nominees Pty Ltd	140,000
Clear Range Pty Ltd	140,000
BJS Robb Pty Ltd	140,000
Jeff Towler Building Pty Ltd	138,000
Miaglow Pty Ltd	120,000
Linda Marie Louise Carter	100,000
Tisan Industries Pty Ltd	100,000

TOTAL 12,286,000

SABRE RESOURCES LTD

DISTRIBUTION OF OPTIONHOLDERS

Range of Holding	Holders	Options Held	Percent
1 -1,000	0	0	0.00
1,001 -5,000	1	4,000	0.03
5,001 - 10,000	27	256,000	1.90
10,001 -100,000	36	1,654,000	11.81
100,001 and over	18	12,086,000	86.26
TOTAL	82	14,000,000	100.00