$\mathcal{A}^{\text{max}}_{\text{max}}$

$\sim$ $\sim$

The Vanguard Group

$\frac{1}{2}$ , $\frac{1}{2}$

FACSIMILE MESSAGE
DATE: $\frac{11}{28/07}$
TO: Australian Stock Exchange

FAX NUMBER: 161 2 9778 0999 or 161 2 9347 0005 FROM: The Vanguero Grap (Find i Danes Consel-Manger)
TELEPHONE NUMBER:
FAX NUMBER: ______
NUMBER OF PAGES (INCL. COVER PAGE)
MESSAGE OR INSTRUCTIONS:
Beneficial Ocupeship Reporting

$\label{eq:2.1} \frac{1}{2} \int_{\mathbb{R}^3} \left| \frac{d\mu}{\mu} \right|^2 \, d\mu = \frac{1}{2} \int_{\mathbb{R}^3} \left| \frac{d\mu}{\mu} \right|^2 \, d\mu.$

The Vanguard Group
P. O. Box 2600 Valley Forge, PA 19482-2600

Phone: 610-669-1000

$\sim$

603 page 1/2 15 July 2001

Form 603 Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme ACN/ARSN	St. Barbara Ltd 009 165 066
1. Details of substantial holder (1) Name ACN/ARSN (if applicable)	Vanguard Precious Metals & Mining Fund N/A
The holder became a substantial holder on	11/05/2007

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) CONTRACTOR	Number of securities	Person's votes (5) ___	The Second Contract of the United States __ Voting power 46
Ordinarv ___ ----- $\sim$	49.000.000	49.000.000	___ $.12\%$
	Additional property of the company's	STATISTICS

3. Details of relevant interests

The 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
Vanguard Precious Metals & Mining Funa	Beneficial Owner	Ordinary - 49,000,000

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 relevant	Registered holder of	Person entitled to be	Class and number
interest	securities	registered as holder (8)	of securities
Vanguard Precious Metals & Mining Fund	JPMorgan Chase Bank, N.A.	JPMorgan Chase Bank, N.A.	Ordinary - 49.000.000

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:

Consideration (9)		Class and number of securities
Cash	Non-cash
		Ordinary - 49,000,000
Acquired relevant interest over time, but most recently on 11/5/2007		Cash \$.741 USD per share - \$.805 AUD per share

603 page 2/2 15 July 2001

6. Associates

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

, Name and ACN/ARSN (if applicable)	l Nature of association
N/A	N/A

7. Addresses

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

Name	Address
Vanguard Precious Metals & Mining Fund	Vanguard Precious Metals & Mining Fund c/o The Vanguard Group, Inc. 455 Devon Park Drive Wayne, PA 19087 USA Attn: James Conrad Compliance Manager [email protected]
JPMorgan Chase Bank, N.A.	Level 37 AAP Center 259, George Street Sydney NSW 2000 Australia

Signature

$(1)$ If there are a number of substantial holders with similar or related 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. $(2)$
$(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
$(4)$ The voting shares of a company constitute one class unless divided into separate classes.
$(5)$ 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 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.
$(7)$ Include details of:
any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of $(a)$ any 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
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 $(b)$ 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, moneys and other, that any person from whom a relevant interest has 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 of its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

This guide does not form part of the prescribed form
and is included by ASIC to assist you in completing
and lodging form 603. GUIDE

Signature					This form must be signed by either a director or a secretary of the substantial holder.
Lodging period	Nil
Lodging Fee		Nil
Other forms to be completed		Nil
Additional information	(a)				If additional space is required to complete a question, the information may be included on a separate piece of paper annexed to the form.
		(b)			This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme. A copy of this notice must also be given to each relevant securities exchange.
		$\langle c \rangle$			The person must give a copy of this notice:
			(0)		within 2 business days after they become aware of the information; or
			(i)		by 9:30 am on the next trading day of the relevant securities exchange after they become aware of the information if:
				(A)	a takeover bid is made for voting shares in the company or voting interests in the scheme; and
				(B)	the person becomes aware of the information during the bid period.
Annexures		1 2 3. 4 5 6 7	number the pages consecutively photocopies endorse the annexure with the words: sign and date the annexure		To make any annexure conform to the regulations, you must use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides show the corporation name and ACN or ARBN print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when identify the annexure with a mark such as A, B, C, etc This is annexure (mark) of (number) pages referred to in form (form number and title)
			The commission of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract		$\cdots$

The annexure must be signed by the same person(s) who signed the form.

15 July 2001

团005

Form 604 Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	St. Barbara Ltd
ACN/ARSN	009 165 066
1. Details of substantial holder (1)
Name ACN/ARSN (if applicable)	Vanguard Precious Metals & Mining Fund NИA
There was a change in the interests of the substantial holder on The previous notice was given to the company on	11/13/2007 11/28/2007
The previous notice was dated	11/13/2007

2. Previous and present 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 when last required, and when now r

Class of securities (4)	Previous notice	Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary	49,000,000	5.12%	62,350,000	6.51%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
11/13/07	Vanguard Precious Metals & Mining Fund	Buv	USD .7571 per Share AUD .8416 per Share	Ordinary - 13,350,000	Vanguard Precious Metals 8 Mining Fund

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
Vanguard Precious Metals & Mining Fund	JPMorgan Chase Bank, N.A.	JPMorgan Chase Bank, N.A.	Beneficial Owner	Ordinary - 62.350.000	62,350,000

☑006

15 July 2001

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

↑ Name and ACN/ARSN (if applicable)	∈ Nature of association
N/A	N/A

6. Addresses

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

Name	Address
Vanguard Precious Metals & Mining Fund	Vanquard Precious Metals & Mining Fund c/o The Vanguard Group, Inc. 455 Devon Park Drive Wayne, PA 19087 USA Attn: James Conrad Compliance Manager [email protected]
JPMorgan Chase Bank, N.A.	Level 37 AAP Center 259, George Street Sydney NSW 2000 Australia

Signature

print name Heidi Stam capacity Secretary $2807$ sign her date

DIRECTIONS

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 $(1)$ 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 6 of the form.
See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
$(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
$(4)$ The voting shares of a company constitute one class unless divided into separate classes.
$(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
$(6)$ Include details of:
$(a)$ any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any 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
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 $(b)$ 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.

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, $(7)$ 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.
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". $(8)$
Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

GUIDE This guide does not form part of the prescribed form and is included by ASIC to assist you in completing and lodging form 604.

Signature	This form must be signed by either a director or a secretary of the substantial holder.
Lodging period	Nil
Lodging Fee	Nil

Other forms to be Nil. completed

Additional information

(a) If additional space is required to complete a question, the information may be included on a separate piece of paper annexed to the form. (b)This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme. A copy of this notice must also be given to each relevant securities exchange.

(i) within 2 business days after they become aware of the information; or

(ii) by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the information if:

(A) a takeover bid is made for voting shares in the company or voting interests in the scheme; and

(B) the person becomes aware of the information during the bid period.

Annexures

To make any annexure conform to the regulations, you must 1 use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides 2 show the corporation name and ACN or ARBN 3 number the pages consecutively 4 print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when

photocopied

5 identify the annexure with a mark such as A, B, C, etc 6 endorse the annexure with the words:

This is annexure (mark) of (number) pages referred to in form (form number and title)

7 sign and date the annexure The annexure must be signed by the same person(s) who signed the form.

Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.

AI assistant