ST BARBARA LIMITED — Major Shareholding Notification 2004

Jan 19, 2004

ST BARBARA MINES LIMITED

ACN 009 165 066

$\overline{ASX}$ SHAREHOLDERS REPORT

Enquiries regarding this report may be directed to:

Stephen W. Miller

Executive Chairman Telephone (08) 9476 5555 Overseas +61 8 9476 5555 $\alpha r$ Colin G. Jackson Investor Relations Telephone 0417 929 107

St Barbara Mines Limited Level 2, 16 Ord Street West Perth Western Australia 6005 Telephone (08) 9476 5555 Overseas +61 8 9476 5555

Dollar values in this report are Australian dollars unless otherwise stated.

Change in Substantial Shareholding

Attached is a form 604 (Notice of Change of Interests of Substantial Shareholder) showing a modification in the interest held by St James's Place Recovery Unit Trust to 7.042%.

This is a consequence of an increase in the issued capital of the Company resultant from the debt for equity swap by Resource Capital Funds and the loan conversion by Ocean Resources Capital Holdings.

The number of shares held by St James's Place Recovery Unit Trust is unchanged.

Stepken W. Miller Executive Chairman

19 January 2004

16-JAN-2004 12:56 FROM GAM UK LTD
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TO 0061894765500

604 page 1/2 killy 2000

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Corporations Law Section 6718

Notice of change of interests of substantial holder

In Company Name/Scheme	St. Barbara Mines Limited
ac ni arsn	ACN 009 165 066

1. Details of substantial holder(1)

Name	St. James's Place Recovery Unit Trush
ACN/ARSN (I) applicabilet
There was a change in the interests of the substantial holds: on	19/12/2003
The previous notice was given to the company on The previous notice was dated	23,09,2003 /09/2003

2. Previous and present valing power

The total cumber of votes stadped to all the voting shares in the company or voting interests in the substant and solar main assume as (2) had a relevant interest (3) $\left| \right|$

Class of sequities (4)	PERMONS HOUSE		Present rollow
	Parson's votes	Voting power (5)	Person's vatest	Voting only of (5)
Ordinary	40,430,000		KO. 430, 000	.በ677

3. Changes in referent interests

Paticular of each change in, or change in the nature of, a hismani adverst of the substantial material individual material substantial material particular of the company of scheme, suce the
Information hador was last requi

ೀಕ ಕ Change	Person whose rolevant incerest ಬಿಟಗಾರಿಗ	Nature of charge (5)	Consideration them in relation to change (7)	Class and ALIMAE OF securides allected	Parson's votes affected
19/12/03	(St. James's Place An increase in		N1	40,430,000	40.430.000
	Recovery Unit Trust	the company's
		रेष्ट्रपद्मणे हातरह canital

4. Promoti referant internetis

Particulars of each relevant insurest of the substantial holder in voting sacurities after the change are as follows:

Holder of referent interest	Registered holder of securities	Parson encitled to be registered. as balder 19	Asture of Externant in great (6)	Cass and number of SECUTIVE	Ferson's vocas
St. James'à	Place Recovery Unit Trust		Owner		60,430,000 40,430,000

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							801	paga 2/2	July 2000
		5. Changes in aggreciation
		The persons who have become associates (2) of, caased to be associates of, or have charged the most of their association (3) with, the substantial holder in relation to votera interests in the company of schema are as follows:
		Name and ACN/ARSN (if spriicable)		Natura of association
		Not Applicable
	6. Addresses	The addresses of persons named in this form are as follows:
		Name		Address
		St. James's Place Recovery Unit Trust		St. James's Place Unit Trust Group Limited St. James's Place House,
				Dollar Street, Cironcester,
				Gloucestershire, GL7 ZAD, U.K.
	Signature
		DIVIN DRIVE		0 SH 1 TH	canadiy
		sign here			date
						lЬ - 04 -01
			GAT
				ndon Wol.
				DIACCTIONS
Π		If there are a ramber of substantial holders with strainer or related relevant integration and intelligated incomparison of the manager and master of an covity trust), the rasters could be included in an anomura to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to
	lom.	throughout the form as a specifically moned group if the membership of each group, with the names and addresses of members is clearly set out in persymph 6 of the
ø		See the definition of "associate" in section 9 of the Comporations Law.
α		Sen the definition of "relevant incorect" in sections 600 and 6710(7) of the Corporations Law.
M		The voting shares of a company constitute one class unless divided into support a classes.
(S)		The parson's votes olvided by the total votes in the body corporate or scheme multiplied by 100.
村		Include outairs of:
	創	any relevant agreement of other circumstances because of which the change in relevant memor compret. If subsection 6718(4) applies, a copy of any
		document setting out the terms of any milevant assement, and a statement by the passon 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
	D).	any qualification of the pewer of a person to exercise, control the camcion of, or influence the camcion of, the vehicle powers or disposel of the securities to
		which the selevant interest relates firelizating clearly the particular securities to write the qualification applies).
		See the definition of "relevant agreement" in section 9 of the Corporations Law.
Ø		Details of the consideration must include any and all benefits, morey and other, that any pation from whom a relevant interest was acquired last, or may, becoming
		asticied to ramine in relation to that acquisition. Ontails must be implaced aven if the benefit is contitional on the hoppening or not of a contingency. Details must be included of any bane it paid on banali of the substantial holder or its associate in relation to the autonitions, even if they are not gaid directly to the parton from when
		the relevant incerest was analyzed.
Ø)		if the substantial holder is unable to denomine the identity of the nurson (eg. if the relevant interest arises boottom of an option) write "unknown".
G)		Give details. If appropriate, of the present association and any change in that association since the last substantial holding notice.

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