ST BARBARA LIMITED — Major Shareholding Notification 2011

May 22, 2011

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

TO: Australian Stock Exchange	FROM: Nuveen Investments Sharon Castro Legal/Compliance Phone: 310.552.5114 Fax: 310.228.5972 scastro@nuveenwest.com
	DATE:
	20 MAY 2011
FAX NUMBER:	TOTAL NO. OF PAGES INCLUDING COVER:
011 61 2 9347 0005
	REFERENCE:
	FORM 603 Notice of initial substantial shareholder pertaining to Tradewinds Global Investors, LLC position in St. Barbara Limited

Form 603 Corporations Act 2001 Section 671B
	Notice of initial substantial holder
To Company Name/Scheme	St Barbara Limited
ACN/ARSN	009 165 066 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
The holder became a substantial holder on	8/05/2011

803

page 1/3 15 July 2001

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 aubstantial holder became a substantial holder are as follows;

Class of securities (4)	--- Number of securities	Person's votes (5)	Voting power (6)
Ordinary shares, including ordinary snares represented loy American Depositary Receipts	14.173.6301	14.173.6301	5.18%

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
Tradewinds Global Investors, LLC	The registered holders of the ordinary shares of St Barbara Limited to which this notice relates (Shares) are investment clients of Tradewinds. Global Investors, LLC or custodians who retain custody of the Shares for the benefit of those clients (Clients). In accordance with the authority and investment mandates granted to it under various investment advisory agreements (Agreements), the Shares were ecquired in on-market transactions on behalf of the Clients et the direction of Tradewinds Global Investors, LLC. Under the Agreements, Tradewinds Global Investors, LLC can determine how rights to vote attached to the Shares are exercised and has the power to make investment decisions regarding disposal of the Shares. Accordingly, Tradewinds Global Investors, LLC la taken under section 608(2) of the Corporations Act to have a relevant interest in the Sharea.	[[4,173,630]
Each of the Tradewinds Companies	Taken under section 608(3) of the Corporations. Act to have a relevant interest by reason of having voting power in or control of Tradewinds Giobal investors, LLC.	(4,173,630)

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
	The registered holders of the ordinary shares of
	St Berbara Limited to which this notice relates
See paragraph 3 above	(Shares) are investment clients of Tradewinds
	Global Investors, LLC or custodians who retain		See paragraph 3
	custody of the Shares for the benefit of those		labove
	cilents. The Shares were acquired in on-market
	transactions on behalf of the Clients at the
	direction of Tradewinds Global Investors, LLC.

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:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
See list of 1 page annexed to this notice land marked B

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
Each of the Tradewinds Companies	Related bodies corporate of Tradewinds Global Investors, LLC,

7. 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

print name	Constance Lawton COMMERCE	capacity	Co-President Executive Managing Director
sign here		date	-------- 20/5/2011

DIRECTIONS

• $(1)$ 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 trustee of an equity trust), the names could be included in an annexure to the form. If the relevent 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.
• $(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $(3)$ See the definition of "relevant interest" in sections 608 and 6718(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.
• $(8)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(7)$ Include details of:
• $(a)$ any relevant agreement or other circumstances by which the relevant interest was acquired. 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.

$(8)$ 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."

Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or
may, become entitied to receive in relation to that acquisition. Details $\left( 9\right)$ are not paid directly to the person from whom the relevant interest was acquired.

Annexure "A"

This is the Annexure of 2 pages marked "A" referred

to in the form 603 Notice of in Itlai substantial holder

Signed by me and dated 20 May 2011

Cuit $\mathcal{L}_{\mathcal{A}}$ $\epsilon$ $\mathcal{M}^-$

Constance Lawton, Co-President, Executive Managing Director

Tradewinds Global Investors, LLC

Name	Address
Windy City investments Holdings, LLC	Three First National Plaza
	Chicago, IL 80002-5010
	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 60606
	United States of America
Nuveen Asia Investments, Inc.	333 W. Wacker Dr.
	Chicago IL 60606
	United States of America
Nuveen Asset Management, LLC	333 W. Wacker Dr.
	Chicago IL 60606
	United States of America
Nuveen Commodities Asset Management, LLC	333 W. Wacker Dr.
	Chicago IL 60806
	United States of America
Nuveen HydePark Group, LLC	333 W. Wacker Dr.
	Chloago IL 60606
	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 60606
	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
	United States of America
NWQ/Tradewinds Holdings, LLC	2049 Century Park East, 16th Floor
	Los Angeles CA 90067
	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.	333 W. Wacker Dr.
	Chicago IL 60606
	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 California Street, Suite 2975
	San Francisco CA 94104
	United States of America
Winslow Capital Management, Inc.	80 S 8th St
	Minneapoils, MN 55402-5304
	United States of America
(Other)	[To be completed]

Annexure "B"

This is the Annexure of 1 page marked "B" referred to in the form 603 Notice of in itial substantial holder

Signed by me and dated 20 May 2011 ጉ يىرار سهرين پر

Constence Lawton, Co-President, Executive Managing Director Tradewinds Global Investors, LLC

For the purposes of this table, the term Tradewinds Group comprises each of the relevant interest holders listed in paragraph 3 in the attached form 603.

Holder of Relevant Interest		Date of Acquisition Consideration (\$USD)	Class of Security	Number of Securities
Tradewinds Group	17/02/2011	636,202	ORD	319.058
Tradewinds Group	22/02/2011	66,696	ORD	33,162
Tradewinds Group	23/02/2011	350,143	ORD	174.633
Tradewinds Group	25/02/2011	237,708	ORD	118,154
Tradewinds Group	25/02/2011	550,033	ADR	53 919
Tradewinds Group	1/03/2011	10,419	ADR	1.018
Tradewinds Group	4/03/2011	756,068	ADR	71.615
Tradewinds Group	7/03/2011	594,976	ADR	54,133
Tradewinds Group	8/03/2011	304,239	ADR	27 520
Tradewinds Group	9/03/2011	1,195,227	ADR	110,000
Tradewinds Group	10/03/2011	593,188	ADR	57.000
Tradewinds Group	10/03/2011	6,092,240	ADR	575,000
Tradewinds Group	11/03/2011	1,473,765	ADR	150.000
Tradewinds Group	14/03/2011	1,399,717	ADR	146.000
Tradewinds Group	15/03/2011	1,219,062	ADR	130,000
Tradewinds Group	16/03/2011	1,101,582	ADR	115,000
Tradewinds Group	17/03/2011	1,402,315	ADR	146,000
Tradewinds Group	18/03/2011	656,608	ORD	276.991
Tradewinds Group	18/03/2011	350,984	ADR	36,209
Tradewinds Group	18/03/2011	7,988	ADR	750
Tradewinds Group	21/03/2011	558,938	ADR	52,000
Tradewinds Group	22/03/2011	-59,087	ORD	27,255
Tradewinds Group	22/03/2011	549,395	ADR	50,000
Tradewinds Group	23/03/2011	480,497	ADR	44,400
Tradewinds Group	26/03/2011	446,372	ADR	40,000
Tradewinds Group	25/03/2011	-25,770	ADR	2.237
Tradewinds Group	28/03/2011	621,460	ADR	56,000
Tradewinds Group Tradewinds Group	20/03/2011	536,418	ADR	49, 230
Tradewinds Group	30/03/2011	118,958	ADR	10,539
Tradewinds Group	31/03/2011	63,148	ADR	5,581
Tradewinds Group	13/04/2011 14/04/2011	396,010	ADR	34,800
Tradewinds Group	14/04/2011	155,199	ADR	13,600
Tradewinds Group	19/04/2011	2 295,000	ADR ADR	200,000
Tradewinds Group	20/04/2011	600,836 663,727	ADR	70,350
Tradewinds Group	29/04/2011	33,856	ADR	57,330
Tradewinds Group	2/05/2011	743.627	ADR	2,543
Tradewinds Group	3/05/2011	3 820.500	ADR	62,783 320.007
Tradewinds Group	4/05/2011	2,272,940	ADR
Tradewinds Group	5/05/2011	735,707	ADR.	200,000
Tradewinds Group	0/05/2011	240.764	ORD	64,923
Tradewinds Group	8/05/2011	603,148	ADR	109,843
Tradewinds Group	6/05/2011	-49,510	ADR	45,014 4,697
Tradewinds Group	10/05/2011	1408.629	ADR.	121,700
Tradewinds Group	12/05/2011	19,392	ADR	1.798