ST BARBARA LIMITED — Major Shareholding Notification 2009

Feb 17, 2009

$17.$ FEB 18.FEB 2009 $14.9$ 8:44 $19.2$ ASX LISTINGS SYD 61 2 92417620 TO: CAO 02073898222

NO.901 $P.1/4$

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Fax To: Australian Stock Exchange

Company Announcements Office Attention:

Fax No: 00 612 9241 7620

No. of pages: (including cover) 4

17th February 2009 Date:

Sender: Tino Isnardi

In the event of any query, please call the sender on +44 (0)20 7389 0009

Dear Sir,

Please find enclosed completed Form 603 Notice of Initial Substantial Holder relating to our group holding in St Barbara Limited.

A copy has also been sent directly to the company.

Please advise if you have any queries regarding this notice,

Regards,

$T$ nardi

l.

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name / Scheme

ST BARBARA LTD

ACN/ARSN

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1. Details of substantial holder (1) Name

ACN/ARSN (if applicable)

BAKER STEEL CAPITAL MANAGERS LLP (CLIENTS OF AND ASSOCIATED OR CONNECTED PARTIES)

The holder became a substantial holder on

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13-Feb-09

z. Details of voting powerThe 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 The was number of some exercise to an ine some ansies in the someony of some more second that the result in therelevant interest (3) in on the date the substantial holder became a substantial holder are sts follows:

Class of tecurities (4)	.Number of securities	Person's votes (5)	Voting power (6)
Ordinary Shares	65.755.571	86,763,571	15.06%

1. 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 noider became a substantial holder are as follows:

Holder of relevant interest.	Nature of relevant interest (7)	Class and number of securities
Genus Dynamic Gold Fund	Beneficial Holder	11.100,000iordinarv /
	Banaficial Holder	40,900,000lordinary/
ICF Ruffer Baker Steel Gold Fund	Benoficial Holder	5,080,000lordinary /
RIT Capital Partners PLC		7,513,571lordinary/
Select Gold Fund	Baneficial Holder	1,170,000
l Genus Natural Resources Fund	Beneficial Holder	lordinary.

1. Details of present registered holdersThe persons registered as holders of the sacurities referred to inj paragraph 3 above are as follows:

Holder of relevant interest	Person entitled to be Registereg holder of		Class and number
	securities	Iragistered as holder (8)	of securities
Genus Dynamic Gold Fund	(need Custody Nominage (Augustia) Ltd.	tas previous column_	11,100,000lordinary /
CF Ruffer Baker Steel Gold Fund	National Nominees Ltd	las previous column	40,900,000lordinary/
RIT Capital Partners PLC	National Nominees Ltd	as previous column	5,080,000lordinary /
Salact Gold Fund	Citibank Pty Ltd	las pravious column.	7,513,571fordinary /
Genus Natural Resources Fund	HSEC Custody Nominaes (Australia) Ltd	jas previous column	1.170.000lordinary /

5. Consideration

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

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number
		Cash	Non-cash	lof sacurities
irater ta schadula 1 attached

17.FEB.18.FEB.200902 8:445222 ASX LISTINGS SYD 61 2 92417620 02073898222

NO.901 P.3/4

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)	Nature of association
I Genus Dynamic Gold Fung	discretionary mandals of investment manager
CF Ruffer Baker Steel Gold Fund	discretionary mandate of investment manager
CF Ruffer Baker Steel Gold Fund	discretionary mandate of investment manager
Salact Gold Fund	discretionary mandate of investment manager
	discretionary mandete of investment manager
Genus Natural Resources Fund

7. Addresses

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

IName	Address
for all enthies listed	c/o Baker Steel Capital Managers LLP
	86 Jermyn Street, London, SW1Y 8JD

Signature

print name	Tino Isnardi	capacity	Head of Traning
sign here	ltsnindi	d# G	17-Feb-09

DIRECTIONS

(1) if there are a number of substantial holders with similar or related relevant interests (eg. e corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an ampeture to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to thoughout the form as a specifically named group if the membership of each group, with the names and addresse of members is clearly set out in paragraph 7 of the farm.

(2) See the definition of "associate" in section 9 of the Corporations Act 2001.

(3) See the definition of "relevant interest" in sections 608 and 6719(7) of the Corporations Act 2001.

(4) The voling 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.

(a) any relevant agreement or other circumstances by which me relevant interest was acquired. If subsection 6718(4) applies, a copy of any document setting out (a) any relevant agreement or einer circumstances by which the relevant interest was acquired. It supersion a more in explicit, a copy or any occurrent setting othe terms of any relevant agreement, and a statement by the

See the definition of "relevant agreement" in section 8 of the Corporations Act 2001.

(8) 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".

(a) Details of the consideration must include any and all benefits, money and other, that any person from whem a relevant interest was acquired has, or may, becomeentitled to receive in relation to that acquisition. Detai dialise to localize in relevant to the acquisition. Cause may be invisible acquision to the property of the acquisitions, even if they are not paid directly to the person from whomIncluded of any benafit paid on behalf of the relevant interest was acquired.

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l,

NO.901

P.4/4

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SCHEDULE 1

ł

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Date ofChange	Person whose relevant interest changed	Nature of change (6)	Consideration given inrelation to change (7)	Class and number ofsecurities affected	Person's votes affected
	13-Feb-09 Genus Dynamic Gold Fund	purchase	-AUD 449.310	odinarv	1.160.000
	13-Feb-09 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 2,399.935	odinary	6.196.000
	13-Feb-09 Select Gold Fund	purchase	-AUD 249.444	odinary	644,000
	12-Feb-09 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 651,100	odinary	1 900.000
	11-Feb-09 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 341.462	odinary	1,100,000
	09-Feb-09 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 488.894	odinary	1.611.354
	06-Feb-09 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 1.125.341	odinary	3.672,646
	13-Jan-09 CF Ruffer Baker Steel Gold Fund	burchase	-AUD 156,223	odinary	544.571
	12-Jan-09 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 327,133	odinary	1,100,000
	23-Dec-08 Genus Dynamic Gold Fund	purchase	-AUD 254.608	lodinary	883.000
	23-Dec-08 CF Ruffer Baker Steel Gold Fund	purchase	200,185 QUA-	odinary	1.252,000
	23-Dec-08 RIT Capital Partners PLC	purchase	-AUD 223.467	odinary	775,000
	23-Dec-08 Genus Dynamic Minig Fund	sale	AUD 838,243	odinary	-2,910,000
	11-Dec-08 CF Ruffer Baker Steel Gold Fund	ourchase	-AUD 116,417	odinarv	475.000
	11-Dec-06 Select Gold Fund	purchase	-AUD 30,636	odinarv	125,000
	09-Dec-08 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 129,837	odinary	537.000
	03-Dec-08 CF Ruffer Baker Steel Gold Fund	ourchase	-AUD 221.983	odinary	950,000
	03-Dec-08 Setect Gold Fund	purchaes	-AUD 11,583	odinary	50.000
	02-Dec-08 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 237,374	odinary	1.000.000
	24-Nov-08 Genus Dynamic Gold Fund	purchase	-AUD 155.513	odinarv	600,000
	24-Nov-08 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 285.107	odinary	1.100.000
	24-Nov-08 Select Gold Fund	purchase	-AUD 285.107	odinarv	1.100.000
	21-Nov-08 Genus Dynamic Gold Fund	purchase	-AUD 233,617	odinarv	1.090.000
	14-Nov-08 CF Ruffer Baker Steel Gold Fund	purchase	-AUD 674.497	odinary	2.650,000
	14-Nov-08 RIT Capital Partners PLC	purchase	-AUD 254,527	odinarv	1,000,000
	14-Nov-08 Genus Dynamic Gold Fund	sale	AUD 928.096	odinary	-3.650,000
	05-Nov-08 Genus Dynamic Gold Fund	sale	AUD 72.510	odinary	$-275,000$
	09-Oct-08 Genus Dynamic Minig Fund	purchase	-AUD 402.053	odinary	1,500,000
	09-Oct-08 Genus Natural Resources Fund	ourchase	AUD 313,601	odinary	1.170.000