SANDFIRE RESOURCES LIMITED — Major Shareholding Notification 2004

Mar 11, 2004

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

ACN/ARSN105 154 185
1. Details of substantial holder (1)
NameResource Development Company Pty Ltd (RDC)
ACN / ARSN (if applicable)063 197 900

The holder became a substantial holder on 27/02/04

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Persons' votes (5)	Voting power (6)
Fully Paid Ordinary	5.972.536	5.972.536	15.3%
Shares (ORD)

1. Details of relevant interestsThe nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
RDC	Registered Holder	ORD 3.672.536
	Under s608 (3) of the corporations law	ORD 80,000
Miles Kennedy	Registered Holder	ORD 10,000
	Under s608 (3) of the corporations law	ORD 1.030.000
Karl Simich	Registered Holder	ORD 10,000
	Under s608 (3) of the corporations law	ORD 1.170,000

4. Details of present registered holders

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

Holder of relevantinterest	Registered holder ofsecurities	Person entitled to beregistered as holder (8)	Class and number ofsecurities
RDC	RDC.	RDC	ORD 3,672,536
	Capital Custodians AustraliaPty Ltd	Capital Custodians AustraliaPty Ltd	ORD 70,000
	Freehold Investments Ptyl.td	Freehold Investments PtyLtd.	ORD 10,000
Miles Kennedy	Miles Kennedy	Miles Kennedy	ORD 10,000
	Kennedy Holdings (WA) PtyLtd.	Kennedy Holdings (WA) PtyLtd	ORD 10,000
	Tabazeta Vineyards Pty Ltd	Tabazeta Vineyards Pty Ltd	ORD 10,000
	Western Australia NorthernTerritory ExplorationServices Pty Ltd	Western Australia NorthernTerritory ExplorationServices Pty Ltd	ORD 1.010,000
Karl Simich	Karl Simich-	Karl Simich	ORD 10,000
	Tongaat Pty Ltd	Tongaat Pty Ltd	ORD 1,010,000
	Tongaat Pty Ltd <blue seas<br="">A/C>	Tongaat Pty Ltd <blue seas<br="">A/C	ORD 10,000
	Tongaat Pty Ltd <blue seas<br="">Employment A/C>	Tongaat Pty Ltd <blue seas<br="">Employment A/C>	ORD 10 000
	Selkirk Holdings Pty Ltd	Selkirk Holdings Pty Ltd	ORD 10,000
	Kape Securities Pty Ltd	Kape Securities Pty Ltd	ORD 10,000
	Kape Securities Pty Ltd	Kape Securities Pty Ltd	ORD 110,000
	Kape Securities Pty Ltd	Kape Securities Pty Ltd	ORD 10,000

5 Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevantinterest	Date of acquisition	Consideration (9)		Class and number ofsecurities
		Cash	Non-cash
RDC	27/02/04		See Note	ORD 3,662.536
	27/02/04	$0.20		ORD 30,000
	5/03/04	$0.325		ORD 60,000
Miles Kennedy	27/02/04		See Note 1	ORD 1,000,000
	27/02/04	$0.20		ORD 40,000
Karl Simich	27/02/04	$0.20		ORD 180,000
	27/02/04		See Note	ORD 1,000,000

Note 1

Issue of shares to promoters as set out in the Sandfire Resources NL prospectus dated 14 January 2004 (see Summary of Material Agreements -Agreements with Promoters and Additional Information-Interest, Fees and Benefits, paragraph (e))

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

. ACN/ARSN (if' applicable)Nameand	Nature of association
Miles Kennedy	Directorof RDC
Karl Simich	Director of RDC

7 Addresses

The addresses of persons named in this form are as follows:

Name	Address
RDC.	12 Walker Avenue West Perth WA 6005
Capital Custodians Australia Pty Ltd	12 Walker Avenue West Perth WA 6005
Freehold Investments Pty Ltd	12 Walker Avenue West Perth WA 6005
Tongaat Pty Ltd	12 Walker Avenue West Perth WA 6005
Western Australia Northern Territory	12 Walker Avenue West Perth WA 6005
Exploration Services Pty Ltd
Kape Securities Pty Ltd	12 Walker Avenue West Perth WA 6005
Miles Kennedy	12 Walker Avenue West Perth WA 6005
Karl Simich	12 Walker Avenue West Perth WA 6005
Tabazeta Vineyards Pty Ltd	12 Walker Avenue West Perth WA 6005
Selkirk Holdings Pty Ltd	12 Walker Avenue West Perth WA 6005
Kennedy Holdings Pty Ltd	12 Walker Avenue West Perth WA 6005

Signature

print name

capacity

sign here

date 10/03/04

DIRECTIONS

• $(1)$ If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations A. $(3)$

KARL SIMICH - DIRECTOR

• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an $(5)$ associate has a relevant interest in.
• (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• Include details of: $(7)$
  • any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any $(a)$ document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
  • $(b)$ any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities 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.

• If the substantial holder is unable to determine the identity of the person (eg. If the relevant interest arises because of an option) write "unknown". $(8)$
• $(9)$ Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.