ST BARBARA LIMITED — Major Shareholding Notification 2004

Dec 2, 2004

604 page 1/2 15 July 2001

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Corporations Act 2001 Section 6718

Notice of change of interests of substantial holder

In Company Name/Schome
	ST BARBARA MINES LIMITED
ACN/ARSN	ACN 009 165 166

1. Details of substantial holder(?)

Name	OCEAN
ACN/ARSN (If applicable)	AN RESQURCES CAPITAL HOLDINGS PLCĦ,

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There was a change in the interests of thesubstantial holder on

The previous sation was given to the company on The previous notice was dated

1. Provious and present soring puwer

The total number of vices stinched to all the voting shares in the company or voting interaction that the substantial holder or an associate (3) had a ralevant interest (3) is of a ralevant interest (3) is of a ralevant i

Classes of securities (4)	Previous autice	Present notics:
	PERCH'S VOLESVCCTHIDOWN: (5)	Person's votesVolind trower
SeeAnnexure

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an ossociate in voting notarities of the company or scheme, since theExistential holder was last required to give

Data ofchange	Person whomrelevant incerestchanged	Nature ofcharge [5]	Considerationgiven in relationto change (7)	Class andfurtiber ofscarium	Permants vertesaffacted
See Annexure A				alleged

4. Present relavant interests

Particulars of sech rolevant interest of the subscended holder in veting securities after the change are us follows:

Molder ofRegisteredMIRVEITholder ofinterestsecustules	Person crudedto be registeredas holder fill	Nature of性细胞性interest (8)	Class andnumber ofstariat	Person's votes
See Anneture A

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page 2/2 15 July 2001 504

4. Changes in accordation

The octrona who have become associates (2) of, seemed to be associates of, or have chavied the neture of their essociation (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,-----------------------------------------Nan.___	_______________________________________.11KR------	.
ш	1.
-----------------------------------------the contract of the contract of the contract of the contract of the contract of the contract of the contract of	___________________________________.,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,	--------------------------

6. Addresses

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

Name	------סכים ו.!
OC.6AN--------------------------------------	.100:ean- 7u--
TEAMPLC٠.,.	----------------$+10$TRODBitten -

Signature

INTERFERE	DAVID HUTCHINS	Directorcasan ity
sign here		data$21 - 04$

DIRECTIONS

• $\uparrow$ If their are a number of substantial holders with similar or related releast memorial (og, a corporation and its related corporations, or the manager and studies of an equity truel), the names could be included in an outcome to the form. If the relevant intensity of express are occasionly similar, they may be relevant on the control to the relevant intensity of experiments of a group of fom
• See the definition of "resordate" in section 3 of the Corporations Act 2001, Ø
• ţû, See the definition of "relevant interest" in sections 608 and 6758(7) of the Corporations Act 2001.
• $\left\vert 4\right\rangle$ The voting shares of a company constitute one class unless divided into superiste classes.
• 伨 The person's votes divided by the total votes in the body committe or scheme mistiplied by 100.
• include datable of: 惻
  • $\left\langle n\right\rangle$ any relevant agroomant or exter circumstances because of which the change in ralevant intensit occurred. If subsection 6718(4) applies, a copy of any document sotting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or amergement, must accompany this form, together with a veriden statement conflying this contract, scheme or enangement; and
  • $\left| 0 \right\rangle$ any qualification of the power of a person to exercise, monthly the caterolse of, or affittence the attendse of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular pecurities to which the quolification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

Datalis of the consideration must include any und all benefits, money and other, that any person from whom a relaxant intaket was anguired has, or may, becomingartiticd to receive in relation to that association. Details O) Incided of any benefit paid on Donalf of the substantial todder or its ensociate in relation to the contiditions, even if they are not paid directly to the person from whom the relevant interest was acquired.

If the substantial holder is unable to determine the identity of the person (eg. If the relevant interest infect, because of an option) write "unknown". 碅

Give details, if appropriets, of the present association and any change in the association since the last substantial holding notice. 肋

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ANNEXURE A

Company Name: ACN

St Barbara Mines Limited 009 165 166

This is Annexure A of 1 page referred to in Form 604, Notice of change of interests of substantial holder.

Print heme	DAVID HUTCHINS	DirectorCapacity
Sign above	COMPANY	Date		້	10 2

$\mathbf{z}$ Previous and present voting power

Class of securities (4)	.Previous notice			Present notice.
	Person's votes	Voting power (5)	Person's votes	Voling power (5)
Ordinary	72,480,547	10.13%	35,000,000----	4.BO%

3. Changes in relevant interests

Date of change	Person whoserelovant Interestchamped,	Nature of Change(B)	Considerationgiven in relation tochango (7)	Class and numberof securitiesaffected	Person's valesaffected
02/12/2004	Ocean ResourceCapital Holdingsпk.	Off-market sale	31.874.027.35	37.480.547	5.24%

Present relevant interests 4.

Holder of relevantinterest	Registered holderof necurities	Person entitled tobe registered asholder (8)	Nature of relevantInterest	Class and numberof securities	Person's votes
Ocean ResourceCapital Holdingspic	HSBC Custody(Australia) Ltd	Ocean RosquitteCapital Holdingssic	ΝA	Ordinary -35,000,000	4.89%

STT1001,3900.1