ST GEORGE MINING LIMITED — Major Shareholding Notification 2012

Oct 25, 2012

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	St George Mining Limited
ACN/ARSN	139 308 973
1. Details of substantial holder(1)Name	Oceanic Capital Pty Ltd
ACN/ARSN (if applicable)	112800978
There was a change in the interests of thesubstantial holder on	25/10/2012
The previous natice was given to the company on	17/11/2010
The previous notice was dated	17/11/2010

1. Previous and present vating power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the autistancial 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)	Prayleus natica	Present nation
	Person's votes	Voting power [5]	Ferson's wates Vating power	${5}$
Fully paid ordinary shares	6,548,048	12.66%	7,399,137	11.12%

3. Chenges in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial builder 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 are as follows:

Date of change	Person whoserelevant interestchanged	Nature of change甸	Consideration givenin relation to change(7)	Class and numberof pecurities.affected	Panton's votes affected
23/11/2010-18/01/2011	Oceanic CapitalPty Ltd	On-Market	$15,072	25,000 Fully PaldOrdinary Shares	0.14%
07/09/2011-13/09/2011	Oceanic CapitalPty Ltd	Entitlement Issue	$101.085	673_901 Fully PaidOrdinary Shares	{1.07%}
18/10/2011-31/05/2012	Oceanic CapitalPty Łtd	On-Market	$8,658	60,000 Fully PaldGratinary Shares	0.10%
18/10/2012	Oceanic CapitalPty Ltd	Olkstian OFInterest	NJA	N/A	$(0.62)$ %
19/10/2012	Oceanic CapitalFIV Ltd	On-Market	$18,319	[57,812] Fully PaidOrdinary Shares	(0.09%)

4. Present relevant interests

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

Holder of relevantInterest	Registeredhelder ofsecurities.	Person entitled to be$\cdot$ real system is the light $(0)$ $\cdot$ interest $(6)$	Nature of referent	Class and number ofBecontings	Person's votes
Oceanic Capital PtyLtd	QreanicCapital Pty Ltd	Oceanic Capital Fly Lid	Legal and beneficialOWNER	7,399,137 Ordinary FullyPaid Shares	7.399.137

5. Changes in association

The persons who have become sispeletes (2) of, caused 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 anoticable)	Nature of sesociation
W/A	N/A

1. Addresses

The addresses of persons named in this form are:

Name	Address S
Oceanic Capital Pty Ltd	Level 1, 115 Cambridge Street West Leederville WA

Signature

srint name	Michael A Michael		Capacity Director
oyan ngla		Inherbar	$444$ 2b $10/12$

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a comporation and its related corporations, or the manager and trustee of an equity trust), the comes 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.
• (2) Sea 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 verbig 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 6718(4) applies, a copy of any document secting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, schome 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 pacticular securities to which the qualification applies).

See the definition of "relevant agreement" In section 9 of the Corporations Act 2001.

(7) 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, 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.

(8) If the substantial holder is unable to determine the identify of the person (eg. if the relevant interest arises because of an option) write "unknown".

(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notica.