STREAMPLAY STUDIO LIMITED — Capital/Financing Update 2003

Jan 14, 2003

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement. application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98. 1/9/99. 1/7/2000.

Name of entity

Gippsland Limited

ACN

004 766 376

We (the entity) give ASX the following information.

Part 1 – All issues

You must complete the relevant sections (attach sheets if there is not enough space).

• $\ddagger$ Class of securities issued or to be issued
• $\overline{2}$ Number of securities issued or to be issued (if known) or maximum number which may be issued
• 3 Principal terms of the securities (eq. if options, exercise price and expiry date; if partly paid securities, the amount outstanding and due dates for payment: if convertible securities, the conversion price and dates for conversion)
• $\Delta$ Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

Fully paid ordinary shares ("Shares") and free options with an exercise price of 9 cents and a term expiring on 31 December 2007 ("Options").

7,793,583 Shares in the Company at an issue price of 3 cents per Share and 7,793,583 Options.

7,793,583 fully paid up ordinary shares and free options with an exercise price of 9 cents and a term expiring on 31 December 2007. Monies raised totals to \$233,807.49

The Shares rank equally in all respects from the date of allotment with the existing Shares on issue. The Options if exercised will result in the issue of shares which will rank equally with shares already quoted on ASX

• 5 Issue price or consideration
• 6 Purpose of the issue If issued as consideration for the acquisition of assets. clearly identify those assets)
• $\overline{7}$ Dates of entering securities into uncertificated holdings or despatch of certificates
• $\mathbf{a}$ Number and class of all securities quoted on ASX (including the securities in clause 2 if applicable)
• g Number and class of all securities not quoted on ASX (including the securities in clause 2 if applicable)
• Dividend policy (in the case of a trust, $10^°$ distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

• $11$ Is security holder approval required?
• Is the issue renounceable or non-12 renounceable?
• $13^°$ Ratio in which the securities will be offered
• 14 Class of securities to which the offer relates
• Record date to determine entitlements 15
• 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
• $17²$ Policy for deciding entitlements in relation to fractions
• 18 Names of countries in which the entity has security holders who will not be sent new issue documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

3 cents for each Share. The Options are being issued for no consideration in conjunction with the Shares

Fundraising is for the purpose of funding the ongoing bankable feasibility study currently being conducted upon the Abu Dabbab tantalite, feldspar, niobium, tin and quartz deposit located in Egypt, in which Gippsland has a 50% economic interest by way of an incorporated joint venture with the Egyptian Government.

15 January 2003

Number	Class
94,028,359 shares	Fully Paid Ordinary Shares
15,671,393 options	\$0.09 options expiring on 31/12/07

Number	Class
11,000,000 options	\$0.14 options expiring on 11/07/04
250,000 options	\$0.20 options expiring on 15/02/04
250,000 options	\$0.30 options expiring on 15/02/04

No dividends declared.

19	Closing date for receipt of acceptances or renunciations
20	Names of any underwriters
21	Amount of any underwriting fee or commission
22	Names of any brokers to the issue
23	Fee or commission payable to the broker to the issue
24	Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders
25	If the issue is contingent on security holders' approval, the date of the meeting
26	Date entitlement and acceptance form and prospectus will be sent to persons entitled
27	If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
28	Date rights trading will begin (if applicable)
29	Date rights trading will end (if applicable)
30	How do security holders sell their entitlements in full through a broker?
31	How do security holders sell part of their entitlements through a broker and accept for the balance?
32	How do security holders dispose of their entitlements (except by sale through a broker)?
33	Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities (tick one)

Securities described in Part 1 (including the Options)

All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

(If the additional securities do not form a new class, go to 43)

Tick to indicate you are providing the information or documents

The names of the 20 largest holders of the additional securities, and the number and percentage of additional securities held by those holders

A distribution schedule of the additional securities setting out the number of holders in the categories $1 - 1.000$ $1,001 - 5,000$ $5,001 - 10,000$ 10,001 - 100,000 100,001 and over

A copy of any trust deed for the additional securities

(now go to 43)

Entities that have ticked box 34(b)

• 38 Number of securities for which quotation is sought
• 39 Class of securities for which quotation is sought
• 40 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank $\bullet$ equally, other than in relation to the next dividend, distribution or interest payment

41	Reason for request for quotation now
	In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)
		Number	Class
42	Number and class of all securities quoted on ASX (including the securities in clause 38)
(now go to $43$ )
	All entities
Fees
43	Payment method (tick one)
	Cheque attached
Electronic payment made
		Note: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same time.
	Periodic payment as agreed with the home branch has been arranged
	Note: Arrangements can be made for employee incentive schemes that involve frequent issues of securities.
	Quotation agreement

• $\mathbf{1}$ Quotation of our additional securities is in ASX's absolute discretion. ASX may quote the securities on any conditions it decides.
• $\overline{2}$ We warrant to ASX that the issue of the securities to be quoted complies with the law and is not for an illegal purpose, and that there is no reason why those securities should not be granted quotation. We warrant to ASX that an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) of the Corporations Law.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before quotation of the securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

ruperd

Date: 15 January 2003 Jack Telford (Executive Chairman)