ST BARBARA LIMITED — Major Shareholding Notification 2011

Jun 29, 2011

NUVEEN INVESTMENTS 2049 CENTURY PARK EAST, 17TH FLOOR LOS ANGELES, CA 90067

TO:

FROM:

Nuveen Investments Sharon Castro Legal/Compliance Phone: 310.552.5114 Fax: 310.228.5972 scastro@nuyeenwest.com

DATE:

29 JUNE 2011

COVER:

$\overline{7}$

FAX NUMBER:

Australian Stock Exchange

011 61 2 9347 0005

REFERENCE:

FORM 604 Notice of change in interests of substantial shareholder pertaining to Tradewinds Global Investors, LLC position in St. Barbara Limited.

TOTAL NO. OF PAGES INCLUDING

page 1/3 15 July 2001 604

Form 604 Corporations Act 2001

Notice of change of Interests of substantial holder

To Company Name/Scheme	St Barbara Limited
ACN/ARSN	009 185 088
		This notice is given by Tradewinds Global investors, LLC on behalf of itself and each of its related bodies corporate(Tradewinds Companies) named in the list of 2 pages annexed to this notice and marked A.
1. Details of substantial holder (1)
Name		Tradewinds Global Investors, LLC and each of the Tradewinds Companies
ACN/ARSN (If applicable)	n/a
There was a change in the Interests of the
substantial holder on		27/06/2011
The previous notice was given to the company on		24/05/2011
The previous notice was dated		23/05/2011

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 required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary shares, including ordinaryshares represented by AmericanDepositary Receipts (ADRs)	16,850,606	5.18%	20 887 331	6.41%

"Voting power" calculations based on 325,615,389 ordinary shares on issue

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 ofchange	Person whoserelevant interestchanped	Nature ofchange (6)	Considerationgiven in relationto change (7)	Class andnumber ofsecuritiesaffected	Person's votesaffected
See iist of 1page annexedto this noticeland marked B

4. Present relevant interests

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

Holder of	Registered	Person entitled	Nature of	Class and	Person's votes
relevant	holder of	to be registered	relevant	number of
Interest	securities	as holder (8)	interest (6)	securities
TradewindsGiobalilnvestors, LLC	The registered holdersof the ordinary shares/ ADRs of St BarbaraLimited to which thisInotica relatea(Shares) arelinvestment clients ofTradewinds Globallinvestors, LLC orcustodians who retaincustody of the Sharesfor the benefit of thoseclients (Clients).		The registered holders ofthe Shares are the Clients.In accordance with theeuthority and investmentImandates granted to itlunder various Investmentjadvisory agreements(Agreements), the Shareswere acquired in on-markettransactions on behalf of theClients at the direction ofTradewinds GlobalInvestors, LLC.	20,887,331 ordinary 20,887,331shares comprisedíоľ:3.711,131ordinary shares:and3,435,240ADRs, each ofwhich relates to5 ordinaryshares.

			604	page 2/3	15 July 2001
	The Shares wereacquired in on-markettrensactions on behalfof the Cilents at thedirection of(Tradewinds GlobalInvestors, LLC.	Under the Agreements.Tradewinds Globaliinvestors. LLC candetermine how rights to votallattached to the Shares areexercised and has thepower to make investmentdecisions regardingdisposal of the Shares.
		Accordingly, Tradewinds(Global Investors, LLC istaken under saction 608(2)of the Corporations Act toihave a relevant interest inthe Shares.
Each of theTradewindaCompanies		Taken under section 608(3)of the Corporations Act tohave a relevant interest byreason of having votingpower in or control ofTradewinds Globalinvestors, LLC.

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 (8) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (If	—
appileable)	Nature of association
ln/a

6. Addresses

$-$

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

Name	Address
Tradewinds Companies	As set out in the list of 2 pages annexed to this notice and marked A.

Signature

$(1)$

$(2)$

$(3)$

print name	Robert De Leon	capacity	Senior Vice President.General Counsel
sign here		date	29/06/2011
	DIRECTIONS
is clearly set out in paragraph 6 of the form.	If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager andtrustee 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 mambership of each group, with the names and addresses of members
	See the definition of "associate" in section 9 of the Corporations Act 2001.
	See the definition of "relevant interest" in sections 608 and 871B(7) of the Corporations Act 2001.

• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• $(6)$ Include details of:

604 page 3/3 15 July 2001

• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 8778(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statemen $\overline{a}$ 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 ecquired has, or may,become entitied to receive in relation to that acquisition. Details m $(7)$ 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". $(0)$
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Annexure "A"

This is the Annexure of 2 pages marked "A" referred to in the form 603 Notice of initial substantial holder Signed by me and dated 29 June 2011

aust St K ...................................... $\ddotsc$

Robert De Leon Senior Vice President, General Counsel Tradewinds Global Investors, LLC

Name	Address
Windy City Investments Holdings, LLC	3 First National Plaza
	Chicago, IL 60802-5010
	United States of America
Nuveen Investments, Inc.	333 W. Wacker Dr.
	Chicago IL 60606
	United States of America
Nuveen Investment Solutions, Inc.	333 W. Wacker Dr.
	Chicago IL 80806
	United States of America
Nuveen Asia Investments, Inc.	333 W. Wacker Dr.
	Chicago IL 60606
	United States of America
Nuveen Asset Management, LLC	800 Nicollet Mail
	Minneapolis, MN 55402-7000
	United States of Amarica
Nuveen Commodities Asset Management, LLC	333 W. Wacker Dr.
	Chicago IL 60608
	United States of America
Nuveen HydePark Group, LLC	333 W. Wacker Dr.
	Chicago IL 80806
	United States of America
Nuveen Fund Advisors, Inc.	333 W. Wacker Dr.
	Chicago IL 60606
	United States of America
Nuveen Securities, LLC	333 W. Wacker Dr.
	Chicago IL 60606
	United States of America
Nuveen Investments Advisers, Inc.	333 W. Wacker Dr.
	Chicago IL 60606
	United States of America
Nuveen Investments Canada Co	TD Canada Trust Tower
	BCE Place, 27th Floor
	161 Bay Street
	Toronto, Ontario M5J 2S1
Nuveen Alternative Investments, LLC	333 W. Wacker Dr.
	Chicago IL 60808
	United States of America
Nuveen Investments Holdings, Inc.	333 W. Wacker Dr.
	Chicago IL 60606
	United States of America
Nuveen Investments Institutional Services Group, LLC	333 W. Wacker Dr.
	Chicago IL 60606
NWQ/Tradewinds Holdings, LLC	United States of America
	2049 Century Park East, 16th Floor
	Los Angeles CA 90087

Name	Address
	United States of America
NWQ Investment Management Company, LLC	2049 Century Park East, 16th Floor
	Los Angeles CA 90067
	United States of America
Rittenhouse Asset Management, Inc.	100 Matsonford Road, Suite 300
	Radnor PA 19087
	United States of America
Santa Barbara Asset Management, LLC	200 East Carrillo Street, Suite 300
	Santa Barbara CA 93101
	United States of America
Symphony Asset Management, LLC	555 Celifornia Street, Suite 2975
	San Francisco CA 94104
	United States of America
Winslow Capital Management, Inc.	80 S 8th St
	Minneapolis, MN 55402-5304
	United States of America

Annexure "B"

This is the Annexure of 1 page marked "B" referred to in the form 603 Notice of Initial substantial holder Signed by me and dated 29 June 2011

Rest Simmunum municipalent et al.

Robert De Leon Senior Vice President, General Counsel Tradewinds Global Investors, LLC

For the purposes of this table, the term Tradewinds Group comprises each of the relevant interest holders itsted in paragraph 4 in the attached form 604.

Date ofchange	Person whoserelevant interestchanged	Nature of change(6)	Consideration given inrelation to change (USD) (7)	Class ofaecuritiesaffected	Number ofaecuritiesaffected	Person's votesaffected
19/05/2011	Tradewinds Group	On market purchase	487.622	ADR	50,767	253.835
20/05/2011	Tradewinds Group	On merket purchase	526,897	ADR	54,512	272.580
24/05/2011	Tradewinds Group	On market purchase	1,410,677	ADR	147.852	739,310
25/05/2011	Tradewinds Group	On market purchase	99.557	ORD	51,807	51.807
25/05/2011	Tradewinds Group	On market purchase	48.058	ORD	25,000	25,000
03/08/2011	Tradewinds Group	On market purchase	13,260	ORD	5,896	6,896
06/06/2011	Tradewinds Group	On market purchase	420,008	ORD	220,000	220.000
07/06/2011	Tradewinds Group	On market purchase	1.037.128	ORD	550.000	550,000
07/06/2011	Tradewinds Group	On market purchase	43.562	ADR	4.568	22.830
08/08/2011	Tradewinds Group	On market purchase	757.718	ORD	400.000	400.000
09/08/2011	Tradewinds Group	On market purchase	206.611	ORD	107.963	107.963
09/06/2011	Tradewinds Group	On market purchase	101,371	ORD	53.409	53.409
14/06/2011	Tradewinds Group	On market purchase	277 502	ORD	144.445	144,445
14/06/2011	Tradewinds Group	On market sale	-45.470	ADR	4.884	24,420
15/06/2011	Tradewinds Group	On market purchase	17,312	ORD	8,908	8.90E
20/06/2011	Tradewinds Group	On market purchase	478 039	ORD	247.878	247.678
20/08/2011	Tradewinds Group	On market sale	$-8.280$	ADR	900	4.500
20/06/2011	Tradewinds Group	On market sale	-199,428	ADR	21,677	108,386
21/06/2011	Tradewinds Group	On market purchase	40,413	ORD	21.024	21,024
24/06/2011	Tradewinds Group	On market purchase	458,809	ORD	240.000	240.000
27/06/2011	Tradewinds Group	On market purchase	332 249	ADR	36.114	180.670
27/06/2011	Tradewinds Group	On market purchase	571 346	ORD	300,000	300.000
28/08/2011	Tradewinds Group	On market sale	$-3.287$	ADR	364	1.820
28/06/2011	Tradewinds Group	On market purchase	532.641	ORD	279,615	279.615
28/06/2011	Tradewinds Group	On market purchase	94,518	ORD	50.000	50.000

"Person's votes affected" calculations based on 325,615,389 ordinary shares on issue