SABRE RESOURCES LIMITED — Capital/Financing Update 2007

Sep 11, 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 beissued	Ordinary Fully Paid Shares
		Unlisted Options (exercisable at 35 centseach on or before 27 January 2010)(Prospectus Offer)
		Unlisted Options (exercisable at 15 centseach on or before 30 November 2008)(Directors' Options)
2	Number of +securities issued or tobe issued (if known) or maximumnumber which may be issued	14,000,000 Ordinary Fully Paid Shares(Prospectus Offer)
		32,000,000 Ordinary Fully Paid Shares(Vendor Shares)
		14,000,000 Unlisted Options (exercisable at35 cents each on or before 27 January 2010)(Prospectus Offer)
		900,000 Unlisted Options (exercisable at 15cents each on or before 30 November 2008)(Directors Options)

+ See chapter 19 for defined terms.

• 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)
• 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

46,000,000 Ordinary Fully Paid Shares

14,000,000 Unlisted Options (exercisable at 35 cents each on or before 27 January 2010) (Prospectus Offer)

900,000 Unlisted Options (exercisable at 15 cents each on or before 30 November 2008) (Directors Options)

Yes - Ordinary Fully Paid Shares

No - 14,000,000 Unlisted Options (exercisable at 35 cents each on or before 27 January 2010) (Prospectus Offer). These options will not be listed, nor will they carry a right to participate for the next dividend.

No - 900,000 Unlisted Options (exercisable at 15 cents each on or before 30 November 2008) (Directors Options). These options will not be listed, nor will they carry a right to participate for the next dividend.

5 Issue price or consideration 14,000,000 Ordinary Fully Paid Shares are issued at 25 cents each.

32,000,000 Ordinary Fully Paid Shares are issued as Vendor Shares.

14,000,000 Unlisted Options (exercisable at 35 cents each on or before 27 January 2010) are free attaching options and are issued for no consideration.

900,000 Unlisted Options (exercisable at 15 cents each on or before 30 November 2008) are Directors Options and are issued for no consideration.

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

Funds raised will be used to explore and develop the Ongava Base Metals Project, raise working capital for existing projects and meet expenses associated with the Acquisition (including the cash payment of $240,000 for reimbursement of previous expenditure) and the Offer.

Further details outlined in section 2.5 of the Prospectus dated 10 September 2007.

7 Dates of entering +securities into uncertificated holdings or despatch of certificates

To be advised.

Number +Class

8 Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)

42,434,851	Ordinary fully paid shares

		Number	+Class
9	+classNumberandofall	32,000,000	Ordinary fully paid shares
	+securities not quoted on ASX		(To be escrowed)
	(including the securities in clause
	2 if applicable)	23,000,000	Unlisted Options
			(exercisable at 10 cents each
			on or before 31 December
			2012)
		1,500,000	Unlisted Options
			(exercisable at 15 cents each
			on or before 30 November
			2008)
		14,000,000	Unlisted Options
			(exercisable at 35 cents each
			on or before 27 January
			2010)

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	Issecurityholderapprovalrequired?
12	Is the issue renounceable or nonrenounceable?
13	Ratio in which the +securities willbe offered
14	+Class of +securities to which theoffer relates
15	+Record date to determineentitlements
16	Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements?
17	Policy for deciding entitlements inrelation to fractions

+ See chapter 19 for defined terms.

18	Names of countries in which theentity has +security holders whowillnotbesentnewissuedocuments
	Note: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.
19	Closingdateforreceiptofacceptances or renunciations
20	Names of any underwriters
21	Amount of any underwriting fee orcommission
22	Names of any brokers to the issue
23	Fee or commission payable to thebroker to the issue
24	Amountofanyhandlingfeepayabletobrokerswholodgeacceptances or renunciations on
	behalf of +security holders
25	Iftheissueiscontingenton+security holders' approval, thedate of the meeting
26	Date entitlement and acceptanceform and prospectus or ProductDisclosure Statement will be sent topersons entitled
27	If the entity has issued options, andthe terms entitle option holders toparticipate on exercise, the date onwhich notices will be sent to optionholders
28	Date rights trading will begin (ifapplicable)
29	Date rights trading will end (ifapplicable)
	How do +security holders sell their
30	entitlementsinfullthroughabroker?
31	How do +security holders sell partof their entitlements through abroker and accept for the balance?
32	How do +security holders disposeof their entitlements (except by salethrough a broker)?

33 +Despatch date

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)

(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 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+securities setting out the number of holders in the categories1 - 1,0001,001 - 5,0005,001 - 10,00010,001 - 100,000100,001 and over
37	A copy of any trust deed for the additional +securities

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.

• 40 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 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period on conversion of another security, clearly identify that other security) Number +Class
• 42 Number and +class of all +securities quoted on ASX (including the securities in clause 38)

Number	+ Class

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: 12 September 2007 Norman Grafton Company Secretary

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+ See chapter 19 for defined terms.