ST BARBARA LIMITED — M&A Activity 2006

May 9, 2006

MEDIA RELEASE

9 May 2006

Merger of Parker Range Tenements

Gondwana Resources Limited ("Gondwana") advises that it has reached agreement, subject to the execution of a formal agreement, with Polaris Metals NL ("Polaris") for the two companies to merge their respective gold prospects situated south of Southern Cross and in the Parker Range area.

The merger of prospects will be effected through the sale or assignment of interests to a new company, Regatta Resources Limited ("Regatta").

Gondwana and Polaris are also negotiating the acquisition of the contiguous Parker Range prospects of two other Parker Range explorers.

OBJECT OF THE MERGER OF INTERESTS

Gondwana and Polaris each hold interests in substantial areas of the Parker Range and have recognized the synergy offered by the proximity of their respective tenement interests. Both parties hold tenements which contain significant gold mineralisation and which require immediate reevaluation and resource estimation in the light of the current price of gold, which is at a 25-year high.

The two companies believe that combining the tenements into one package will enhance their value. with Regatta holding one of the largest tenement packages in the Parker Range region. The region is highly prospective for gold, nickel and other minerals.

Importantly, the potential for establishing gold production at an early date will be significantly increased by the merger of projects into one company.

The parties consider that combining their tenements in Regatta, issuing a prospectus to raise the necessary capital, and obtaining ASX listing will more rapidly advance the gold prospects. Regatta, as a dedicated and focused company, will fast-track the exploration, evaluation and development of the prospects.

CONDITIONS

The agreement between Gondwana and Polaris will be conditional on the successful float of Regatta. Gondwana's participation will also be conditional, inter alia, on the consent of St Barbara Limited under the original Sons of Gwalia Exploration Alliance Agreement, pre-emptive rights held by certain joint venture partners and any shareholder and regulatory approval that may be necessary.

CONSIDERATION PAYABLE BY REGATTA

The consideration payable will be as follows:

Gondwana 7 million fully paid shares in Regatta at a price of 20 cents each;

5.5 million fully paid shares in Regatta at a price of 20 cents each: Polaris

and a royalty will be payable to each vendor in the event of commercial mining operations on the tenements

It is proposed that Regatta will raise $3,000,000 by the issue of 15 million new shares to the shareholders of Gondwana and Polaris and the general public.

MANAGEMENT

Regatta's exploration and development will be managed by a highly experienced team headed by Bob Annett and Paul Maher.

Bob Annett is a highly experienced, successful gold and base metals geologist. Bob has been involved in mineral exploration and mining for over 25 years since graduating from the Royal School of Mines. London, in 1978. He has held senior management positions in mining and exploration companies and has explored for gold, base metals, coal and industrial minerals throughout Australia. South East Asia, North Africa and South America.

Paul Maher has held senior exploration positions in several gold orientated exploration and mining companies in WA since graduating from Curtin University in 1983. Paul has had considerable experience in gold exploration throughout the Yilgarn and Pilbara regions of WA, in particular almost 3 vears as Senior Exploration Geologist with Sons of Gwalia in the late 90's.

During that time, Paul's Marvel Loch team of 3 geologists delineated significantly increased gold resources and made discoveries including the Cornishman (JV with Troy Resources) and the Jaccolitti deposit. Following the take-over of Yilgarn Star, the Sons of Gwalia exploration department grew to approximately 20 people and Paul was principally in charge of the Southern Cross to Marvel Loch area.

The management team will be supported by a board which will include Vern Strange, Kevin Schultz and Warren Beckwith.

GONDWANA'S MADAGASCAR INTERESTS

Whilst Gondwana will continue to participate in and strongly support the establishment and success of Regatta, this agreement will allow Gondwana's management to concentrate principally (subject to shareholders approval at the annual general meeting on 31 May 2006) on Gondwana's new interests the Madagascar exploration projects.

For further information, please contact Warren Beckwith on phone (08) 9388 9697 or 0419 838 839 or by email at wbeckwith@gondwanaresources.com

Warren Beckwith Director for Gondwana Resources Limited