TALISMAN MINING LIMITED - Annual Report 2008

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TALISMAN MINING LTD ABN 71 079 536 495

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ANNUAL REPORT 2008

TALISMAN MINING LTD ABN 71 079 536 495

CORPORATE DIRECTORY

DIRECTORS

Alan Senior (Non-Executive Chairman) Steven Elliott (Managing Director) Michael (Mick) Bunyard (Non-Executive Director) Karen Gadsby (Non-Executive Director)

COMPANY SECRETARY

Darren Crawte

REGISTERED OFFICE

Level 2, 47 Colin Street West Perth Western Australia 6005

PRINCIPAL OFFICE

Ground Level 6 Centro Avenue Subiaco Western Australia 6008 Telephone +61 8 9380 4230 Facsimile +61 8 9382 8200 Website www.talismanmining.com.au

AUDITORS

HLB Mann Judd 15 Rheola Street West Perth Western Australia 6005

LETTER FROM THE MANAGING DIRECTOR	1

HIGHLIGHTS	2

REVIEW OF OPERATIONS	3

CORPORATE GOVERNANCE	11

DIRECTORS’ REPORT	13

AUDITOR'S INDEPENDENCE DECLARATION	21

INDEPENDENT AUDITOR'S REPORT	22

DIRECTORS’ DECLARATION	25

INCOME STATEMENT	26

BALANCE SHEET	27

STATEMENT OF CHANGES IN EQUITY	28

CASH FLOW STATEMENT	29

NOTES TO THE FINANCIAL STATEMENTS	30

ADDITIONAL SECURITIES EXCHANGE INFORMATION	47

SOLICITOR

Steinepreis Paganin Level 4, Next Building 16 Milligan Street Perth Western Australia 6000

SHARE REGISTRY

Advanced Share Registry Services 150 Stirling Highway, Nedlands Western Australia 6009 PO Box 1156 Nedlands Western Australia 6909 Telephone +61 8 9389 8033

STOCK EXCHANGE

Australian Securities Exchange Limited Leel 8, Exchange Plaza 2 The Esplanade Perth, Western Australia 6000 ASX Code: TLM, TLMO

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TALISMAN MINING LTD

ANNUAL REPORT 2008

LETTER FROM THE CAHIRMAN

Dear Shareholder,

On behalf of the Board of Directors, I am pleased to present you the Company’s 2008 Annual Report.

Having made the strategic decision in mid-2007 to shift commodity focus to iron ore, the Company is very pleased and proud of the progress achieved during a busy and exciting 12 month period. This progress was made possible by the successful placement of 9,000,000 shares at $1.00 in December 2007 to raise $9,000,000.

Exploration and evaluation activities during the past year have focused on the Wonmunna iron ore project situated in the centre of the East Pilbara Iron Ore Province of Western Australia. This work has resulted in the definition of a JORC Inferred resource of 44,000,000 t @ 55.9% iron (inclusive of 28,000,000 t @ 57.4% iron) at the North Marra Mamba (NMM) target. Drilling has been completed at the South Marra Mamba (SMM) and Central Marra Mamba (CMM) targets; the resources are currently being assessed and will be announced in the near future. These two additional targets are expected to add significantly to the Wonmunna iron ore resource base.

The Company has started a scoping study to evaluate development options for the Wonmunna project, and identify a strategy to bring it into production at the earliest possible opportunity.

During the year the Company also made an exciting manganese discovery at the Wandanya project, East Pilbara, with outcrop samples assaying up to 65% manganese. It is anticipated that drill evaluation of this discovery will commence shortly.

The Company also retains significant gold assets at Trillbar and Maitland and, whilst iron ore remains the priority, these assets will be advanced as opportunity and funding allows.

During the year, in recognition of the increased exploration activity and potential growth, the Company has spent considerable time and effort upgrading the Occupational Health and Safety systems and critically reviewing and documenting our corporate governance procedures.

Finally, and most importantly, I thank our employees for their hard work and dedication which ensured that we achieved the goals set for this year. I look forward to their continued support in 2009 as we advance the Wonmunna Project and our other exploration targets.

Yours faithfully

Alan Senior Chairman of Directors

TALISMAN MINING LTD

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WONMUNNA IRON PROJECT

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TRILLBAR IRON PROJECT

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ANNUAL REPORT 2008

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WONMUNNA IRON PROJECT

(100% Talisman Mining Ltd)

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Figure 1
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During the year the Company commenced evaluation of the iron ore potential of the project area with the objective of defining a mineable iron ore resource.

Exploration focused on defining a JORC-compliant ore resource for the North Marra Mamba (NMM) prospect (Figure 1) with a total of 300 RC drillholes for a total of 14,980m completed on nominal 200m x 50m centres over the 4.5km strike length of the underlying Marra Mamba Iron Formation (Figure 2).

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Figure 2
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Drilling has defined a JORC iron ore resource at NMM of 44Mt @ 55.9% Fe (50% Fe lower cut), inclusive of 28Mt @ 57.4% Fe (55% Fe lower cut) (Table 1).

Mineralisation remains open to both the east and west, albeit that these relatively narrow (<200m) extensions are expected to contribute only marginally to the present resource.

Table 1: Summary Table: North Marra Mamba (NMM) JORC Resources

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	50		44,000,000		55.9		0.07		6.9		3.7		8.9
	55		28,000,000		57.4		0.07		5.7		3.1		8.7

TALISMAN MINING LTD

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The NMM mineralisation also contains significant coherent areas of higher grade (>60% Fe) mineralisation (Figure 1). Separate resources for these higher grade ore zones are yet to be determined.

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Figure 3

In addition to the resource drilling, 6 PQ diamond drillholes for a total of 415m were completed to obtain samples for geological information and ore characterisation testwork. This work is ongoing.

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Hematite – Goethite mineralisation in diamond drill core, NMM Prospect

During the year reconnaissance RC drilling of the South Marra Mamba (SMM) and Central Marra Mamba (CMM) prospects was also commenced. A total of 186 drillholes for 10,098m have been completed at SMM and 82 drillholes for 3,980m at CMM. This drilling has indicated significant areas of iron mineralisation, at both prospects, similar in composition and grade to that defined at NMM.

Selected significant (>50% Fe) drill intercepts for CMM are summarized in Table 2 and SMM in Table 3.

ANNUAL REPORT 2008

Table 2: CMM Prospect – Selected Significant (>50% Fe) Drill Intercepts

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WNC281	704952	7439096	��	��	��	��	4.26	2.55	0.1	8.9
	*(including*		20	32	12	*60.92*	2.99	1.76	0.1	8.4)
WNC282	704871	7438994	32	50	��	��	6.35	3.32	0.11	9.8
	*(including*		44	48	4	*61.34*	2.94	1.62	0.12	7.9)
WNC283	704867	7438897	��	��	��	��	6.48	3.69	0.13	10.1
	*(including*		24	28	4	*61.27*	2.82	1.88	0.14	7.8)
WNC440	704767	7438894	18	34	��	��	6.92	4.82	0.11	10.8
WNC441	704668	7438922	��	��	��	��	6.74	4.81	0.12	10.4
WNC446	704575	7438969	��	��	��	��	4.96	3.6	0.12	9.9
WNC452	705762	7439058	32	48	��	��	3.42	1.99	0.12	8.4
	*(including*		38	48	10	*61.38*	2.95	1.54	0.12	7.7)
WNC453	705846	7439112	38	56	��	��	4.46	2.65	0.11	7.6
	*(including*		42	44	2	*63.14*	2.53	2.05	0.08	5.3)
WNC454	705935	7439078	��	��	��	��	3.72	2.51	0.11	8.6
	*(including*		28	42	24	*62.12*	2.24	1.55	0.1	7.3)
WNC456	706088	7439105	18	34	��	��	5.69	4.35	0.08	10.3
WNC716	705003	7438954	��	��	��	��	4.31	2.99	0.11	8.6
	*(including*		22	36	14	*62.27*	2.75	1.7	0.11	6.5)
WNC717	705005	7438900	��	��	��	��	6.09	4.26	0.11	11
WNC718	705008	7438901	��	��	��	��	5.23	3.65	0.1	8.9
	*(including*		20	30	10	*61.26*	3.39	2.09	0.09	7.1)
WNC719	705003	7439052	��	��	��	��	6.11	2.47	0.08	7.8
	*(including*		36	46	10	*60.89*	3.12	1.53	0.09	8.2)
WNC720	705004	7439100	��	��	��	��	8.51	2.36	0.06	8.6
	*(including*		22	24	2	*60.22*	4.14	1.61	0.04	8.3)
WNC722	704797	7438903	��	��	��	��	5.5	3.78	0.15	10.7
	*(including*		20	22	2	*60.58*	3.51	2.57	0.08	7.5)
WNC723	704799	7438948	��	��	��	��	5.82	2.58	0.13	9.9
WNC724	704802	7438998	��	��	��	��	6.39	3.26	0.09	10
	*(including*		40	42	2	*60.36*	3.74	1.71	0.1	8.4)
WNC725	704804	7439045	20	38	��	��	5.76	2.59	0.11	10.6
WNC730	704599	7438951	��	��	��	��	7.44	5.5	0.11	10.4
WNC731	704602	7439003	��	��	��	��	6.15	4.34	0.09	10.9
WNC736	705203	7439055	18	36	��	��	5.64	3.8	0.1	10.4
WNC737	705204	7439103	��	��	��	��	6.43	2.48	0.08	8.2
	*(including*		32	40	8	*61.15*	3.23	1.39	0.09	7.8)
WNC738	705200	7439201	12	26	��	��	6.24	2.48	0.09	9
	*(including*		20	24	4	*61.05*	3	1.65	0.1	8.3)
WNC743	705401	7439001	��	��	��	��	5.43	3.44	0.09	8.7
	*(including*		36	40	4	*62.85*	1.97	1.05	0.12	6.9)
WNC744	705401	7439047	10	28	��	��	6.09	3.62	0.08	9
WNC745	705400	7439098	26	44	��	��	4.47	2.45	0.09	8.8
	*(including*		32	42	10	*60.76*	3.18	1.56	0.09	8.3)
WNC746	705400	7439150	14	30	��	��	4.84	2.59	0.1	9.5
	*(including*		22	24	2	*60.53*	3.32	1.7	0.11	8.4)

TALISMAN MINING LTD

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Table 3: SMM Prospect – Selected Significant (>50% Fe) Drill Intercepts

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WNC239	704002	7436948	��	��	��	��	7.75	5.44	0.03	9.6
WNC241	703998	7436749	��	��	��	��	10.49	3.65	0.11	9
WNC244	702400	7436956	��	��	��	��	7.26	1.8	0.09	10.2
	*(including*		38	48	10	*60.63*	2.2	1.16	0.09	9.9)
WNC323	704403	7437302	2	16	��	��	5.46	2.95	0.03	8.6
	*(including*		8	12	4	*60.95*	2.69	2.04	0.03	8.5)
WNC326	703608	7436998	��	��	��	��	6.19	3.12	0.05	7
	*(including*		18	26	8	*60.93*	4.25	1.93	0.05	6.2)
WNC327	703597	7436898	�	��	��	��	5.44	3.32	0.05	7.1
	*(including*		18	40	22	*61.1*	3.86	2.1	0.04	6.2)
WNC354	704000	7436905	18	26	�	��	6.03	3.76	0.05	9.7
			38	54	��	��	8.62	2.2	0.08	9.3
WNC356	704001	7436701	16	34	��	��	9.36	4.62	0.09	10.7
WNC357	704405	7437148	18	24	�	��	5.89	2.49	0.05	8.6
WNC358	704402	7437047	14	18	�	��	4.35	3.16	0.06	9
			28	48	��	��	8.3	5.27	0.05	9
	*(including* x		40	42	2	*61.45*	2.84	1.81	0.06	7.0)

JORC-compliant ore resources for both SMM and CMM are expected to be available by November, 2008.

In addition to NMM, SMM and CMM, outcropping iron mineralisation has also been identified at the West Marra Mamba (WMM) and West Rhodes Ridge (WRR) prospects, and initial reconnaissance drilling has intersected iron mineralisation at West Arrowhead (WAH) and East Wonmunna-Angeles (EWA) (Figure 1). It is considered by the Company that these additional targets add considerable scope for substantial additions to the Wonmunna resource base.

In addition to the Marra Mamba mineralisations, the Wonmunna project also contains significant areas of Channel Iron Deposits (CID), often directly overlying Marra Mamba. At the NMM prospect alone, drilling has indicated a low-grade mineralisation with potential for 20 – 30Mt @ 45 – 50% Fe. The Wonmunna project area in total is estimated to have potential for 100 -150Mt @ 45-50% Fe in CID.

Whilst the CID does not at this time constitute a mineable resource, further testwork will be completed to investigate the possibility of upgrading the mineralisation to a saleable product.

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Yilgalong Project

ANNUAL REPORT 2008

TRILLBAR IRON PROJECT

(100% Talisman Mining Ltd)

Investigations of the Trillbar project area, the Company’s flagship gold project, resulted in the discovery of outcropping hematite mineralisation with surface samples assaying up to 68.9% Fe.

As the majority of the NIF iron formation is obscured beneath thin cover, a ground gravity survey was completed in an attempt to map the formation in the sub-surface. Results of this survey (Figure 4) have indicated that the formation is up to 4km in strike extent, although averaging only 5 – 10m thick.

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NIF Prospect – Massive Hematite Outcrop

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Figure 4

Drill evaluation of the prospect is planned for completion in the second Quarter of the 2008 – 2009 year. It is cosidered that the prospect has potential for 5 – 10Mt of high-grade (+63% Fe) mineralisation.

It is significant to note that iron ore mining operations at Jack Hills are situated only 50km to the southwest of the prospect. Any high-grade ore proved at NIF might be trucked this distance

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(100% Talisman Mining Ltd)

The tenement comprising the Wandanya project in the East Pilbara region was pegged during the year as being prospective for both managanese and iron mineralisation.

Initial reconnaissance of the project was successful in locating a number of small outcrops of manganese mineralisation projecting through extensive thin cover. Manganese outcrops were found to contain up to 65% manganese.

Located only 50km from the Woodie Woodie manganese mining operations, Wandanya is considered to have excellent potential for the definition of a significant manganese resource. Drill evaluation of the project is scheduled to commence in the first half of the 2008 -2009 year.

Situated immediately along strike from the Fortescue Metals Group iron ore deposit at Mount Rove, the project is also considered to have good potential for the definition of a mineable iron ore resource. This potential will also be tested in the initial reconnaissance drilling program.

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Wandanya Project – Massive Manganese

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(100% Talisman Mining Ltd)

Exploration of this project, located in the Earaheedy Basin northeast of Meekatharra, was limited during the year to reconnaissance sampling of available outcrop. This work was severely limited owing to extensive sand cover in the area. However, outcrop sampling of the Frere Iron Formation returned assays to 61.77% Fe.

Although remote from existing infrastructure, the Earaheedy Basin is considered to have good potential for the definition of a new iron ore province based on the extensive Frere Iron Formation. Further work on the project will depend on the results of drilling activities currently being completed by neighbouring explorers.

TALISMAN MINING LTD

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(100% Talisman Mining Ltd)

No exploration activities for gold were completed during the year.

Trillbar, the Company’s flagship gold project, has a current inferred resource of 989,020t @ 1.57g/t gold for a total of 49,909ozs. In addition, the project has a number of gold anomalies defined by soil geochemistry and / or shallow aircore drilling which remain untested by drilling. The Company remains confident of the potential of the project to host a substantial gold resource.

Drill evaluation of several of the gold anomalies is scheduled for completion in the first half of the 2008 – 2009 year, concurrent with drill evaluation of the NIF iron target.

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(100% Talisman Mining Ltd)

No exploration activities for gold were completed during the year.

Previous exploration had defined several gold-in-soil anomalies which remain untested by drilling. Drill evaluation of several of these anomalies is scheduled for completion in the succeeding year of activities.

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(Talisman Mining Ltd – Earning 60%)

The Company has withdrawn from the joint venture with Giralia Resources NL without earning equity.

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(Talisman Mining Ltd – Earning 60%)

Title to the tenement comprising the project has been relinquished.

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(100% Talisman Mining Ltd)

This project, situated in the East Pilbara region, is considered to have potential for base metals and gold mineralisation associated with volcanics of the Fortescue Group, Hamersley Basin. Stream sediment geochemistry completed during the year indicated several coherent gold and copper anomalies. Follow up soil geochemistry defined several strong anomalies containing up to 270ppb gold in soil.

Follow up closer spaced soil geochemistry and drill evaluation is planned for completion in the second half of the succeeding year.

The project area, being situated north along strike from the Wandanya project, is also considered to have some potential for manganese mineralisation. Reconnaissance exploration for outcropping manganese ‘shows’ will be completed in the first half of the succeeding year.

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(100% Talisman Mining Ltd)

The East Kimberley project, situated 20km west of the Savannah nickel mine, was during the year the subject of a program of stream sediment geochemistry. This program indicated three coherent areas of strong anomalism with variable highs to 10ppm silver, 17ppb gold and 339ppm copper. Weakly anomalous nickel values were also obtained.

A single rock sample of vein quartz float from one of these anomalies (Willagee) assayed 5% copper and 694.5g/t silver.

Further stream geochemistry and follow up soil geochemistry is planned for completion in the second half of the succeeding year.

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(100% Talisman Mining Ltd)

The Wonmunna project in the East Pilbara is the Company’s flagship base and precious metals project, albeit that the iron ore potential of this area has assumed a far greater and more immediate importance. Nonetheless, the project remains highly prospective for copper – (zinc – silver – gold) mineralisation.

During the first quarter of the year a program of 31 RC drillholes for 2200m was completed to assess the potential of the Tavros, Daves, Kendalls, Brendans and Main Road copper-in-soil anomalies to indicate underlying sulphide mineralisation. This drilling produced a number of narrow interval assaying 0.25% to 1.51% copper with up to 1m @ 24g/t silver in the oxide zone. More significantly, the Main Road prospect returned intercepts in fresh sulphidic shale up to 5m @ 0.54% copper (including 1m @ 1.63% copper). These results confirm the projects potential to host significant sulphide-hosted copper – (zinc- silver – gold) mineralisation.

Although the base and precious metals potential of the project warrants further work, the iron ore potential has priority and therefore no further work is anticipated at this time.

ANNUAL REPORT 2008

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(100% Talisman Mining Ltd, Iron Ore rights vested to Fortescue Metals Group Ltd)

Stream sediment geochemistry was completed over the majority of this project area in the Hamersley Basin. Anomalous results to 30ppb gold, 261ppm copper and 1203ppm zinc were reported. These anomalies appear to indicate a base and precious metal-anomalous horizon at a similar stratigraphic position to that indicated at the Wonmunna and Tom Price project areas.

No further work by Talisman is anticipated at this time.

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(100% Talisman Mining Ltd, Iron Ore rights vested to Fortescue Metals Group Ltd)

No exploration activities were completed by Talisman during the year.

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Wonmunna DrIll Core

TALISMAN MINING LTD

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ANTICLINE	E47/1194		100	FMG (Fe)	12/12/2009	56,000
	E47/1195		100	FMG (Fe)	12/12/2009	70,000
	E47/1196		100	FMG (Fe)	12/12/2007	140,000	Application for extension
��	E80/3969	64	100			0	Application
	E80/3970	70	100			0	Application
	E80/3971	52	100			0	Application
��	E51/1006		80	Murchison	23/07/2011	34,000
TOM PRICE	E47/1136		100	FMG (Fe)	19/02/2010	45,000
TRILLBAR	E52/1597	4	80	Murchison	11/1/2009	20,000
	E52/1607	3	80	Murchison	27/06/2009	20,000
	E52/1675	48	100		15/02/2011	48,000
	E52/1691	61	80	Murchison	27/07/2011	61,000
	E52/2164	12	80	Murchison		0	Application
	P52/1037	20Ha	80	Murchison	19/04/2008	2,000
	M52/1041	1,234Ha	80	Murchison		0	Application
	M52/1042	20Ha	80	Murchison		0	Application
��	E46/764	36	100			0	Application
��	E51/1283	54	100			0	Application
WONMUNNA	E47/1137	69	100		28/08/2009	138,000
	E47/1947	4	100			0	Application
	E47/1951	1	100			0	Application
	E47/1952	1	100			0	Application
	E47/1953	2	100			0	Application
��	E69/2460	83	100			0	Application
��	E45/3108	70	100			0	Application
	E45/3109	70	100			0	Application
	E45/3220	10	100			0	Application
	E45/3268	1	100			0	Application
	E45/3269	23	100			0	Application

ANNUAL REPORT 2008

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Talisman Mining Limited (“ �� ”) has made it a priority to adopt systems of control and accountability as the basis for the administration of corporate governance. Some of these policies and procedures are summarised in this statement. Commensurate with the spirit of the ASX Corporate Goverance Council’s Principles of Good Corporate Governance and Best Practice Recommendations (“ ASX Principles and Recommendations ”), the Company has followed each recommendation where the Board has considered the recommendation to be an appropriate benchmark for its corporate governance practices. Where, after due consideration, the Company’s corporate governance practices depart from a recommendation, the Board has offered full disclosure and reason for the adoption of its own practice, in compliance with the “if not, why not” regime.

Further information about the Company’s corporate governance practices including the relevant information on the Company’s charters, code of conduct and other policies and procedures is set out on the Company’s website at www.talismanmining.com.au.

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During the Company’s 2007/2008 financial year (“ ��฀�� ”) the Company has followed each of the Principals and Recommendations other than in relation to the matters specified below.

Principle 2

Recommendation 2.4: The Board should establish a Nomination Committee.

Notification of Departure: There was no separate Nomination Committee.

Explanation for Departure: The full Board considered those matters that would usually be the responsibility of a nomination committee. Given that the Board comprises only 4 directors, the Board considered that no efficiencies or other benefits would be gained by establishing a separate committee. The Board has adopted a Nomination Committee Charter which it applies, as relevant.

Principle 8

Recommendation 8.1: The Board should establish a Remuneration Committee.

Notification of Deperature: A separate remuneration committee was not formed.

Explanation for Departure: The Board considered that no efficiencies or other benefits would be gained by establishing a separate remuneration committee. However, the Board has adopted a Remuneration Committee Charter, which it applied when convening as the remuneration committee. No directors participate in any deliberations regarding their own remuneration or related issues. However, the Board is adopting a new governance framework and has decided to form a separate remuneration committee, in accordance with the recommendation.

NOMINATION COMMITTEE

The full Board carries out the role of the nomination committee. The full Board did not officially convene as a nomination committee during the Reporting Period, however nomination related discussions occurred from time to time during the year as required.

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The Audit Committee held 2 meetings during the Reporting Period. The following table identifies those directors who are members of the Audit Committee and shows their attendance at committee meetings:

Name	No. of meetings attended	No. eligible to attend
Karen Gadsby (independent Chair)	-	-
Alan Senior(independent)	2	2
Mick Bunyard(independent)	2	2

Details of each of the directors’ qualifications are set out in the Directors’ Report.

OTHER

Skills, Experience, Expertise and term of office of each Director

A profile of each director containing the applicable information is set out in the Directors’ Report.

Identification of Independent Directors and the Company’s Materiality Thresholds

In considering the independence of directors, the Board refers to its Policy on Assessing the Independence of Directors (available on the Company’s website).

The Board has agreed on the following guidelines for assessing the materiality of matters, as set out in the Company’s Board Charter (available on the Company’s website):

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TALISMAN MINING LTD

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The independent directors of the Company are Alan Senior, Mick Bunyard and Karen Gadsby.

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To assist directors with independent judgement, it is the Board’s Policy that if a director considers it necessary to obtain independent professional advice to properly discharge the responsibility of their office as a director then, provided the director first obtains approval for incurring such expense from the Chair, the Company will pay the reasonable expenses associated with obtaining such advice.

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During the Reporting Period a formal evaluation of the performance of the Board, its committees and individual directors was not carried out. During the year the Board recognised that its composition needed to be strengthened and sought to make relevant changes. These changes have now been effected and a formal evaluation process will take place as part of the company’s new corporate governance framework.

During the Reporting Period a performance evaluation for senior executives was not carried out.

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There are no termination or retirement benefits for non-executive directors (other than for superannuation).

ANNUAL REPORT 2008

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The directors of Talisman Mining Limited submit herewith the annual financial report of the company for the financial year ended 30 June 2008. In order to comply with the provisions of the Corporations Act 2001, the directors report as follows:

Information about directors and senior management

The names and particulars of the directors of the company during or since the end of the financial year are:

Name Particulars Mr Alan Senior Alan Senior Asscshp Mech Eng, FIEAUST, CPEng, FAusIMM (appointed 7 November 2007) Non-Executive Chairman Alan has extensive experience at all stages of projects, from pre-feasibility through to commissioning and operation, for plants handling and/or processing iron ore, gold, copper, bauxite, uranium, and coal. Throughout his career Alan has worked for the iron ore industry. In the 1970’s and early 80’s he worked as a designer on major expansion projects for Mt Newman Mining (now BHPB) and Hamersley Iron (now CRA). Alan graduated from the West Australian Institute of Technology (Curtin University) with an Associateship in Mechanical Engineering in 1968. He is an engineer with over 35 years experience in design and project development, mainly associated with the mining and mineral processing industry in Australia Alan was a non-executive Director of Jubilee Mines NL up until its purchase by Xtrata. Before joining the board of Jubilee in 2003 he led the team which completed the feasibility study for the Cosmos Nickel project and its successful implementation, followed three years later by the transition from open cut to underground mining. Alan is also a non-executive Director of Tanami Gold NL. Alan is a Fellow of the Institution of Engineers Australia, a Fellow of the Australian Institute of Mining and Metallurgy, and a Chartered Professional Engineer. Mr Steven Elliott Steven Elliott BAppSci, MAusIMM Managing Director Steven has over twenty four years experience in mineral exploration throughout Australia and overseas. Steven graduated from the West Australian Institute of Technology (Curtin University) with a BSc in Geology in 1980. Steven commenced his career with Swan Resources Ltd exploring for diamonds and subsequently platinum throughout Australia. This was followed by an interval as a consulting and contract geologist to various mineral explorers. He was a founding Director of Helix Resources NL in 1985 and subsequently Director of Exploration for twelve years, leaving in 1997 to establish Talisman Mining Ltd. Steven has broad experience in conceptual geology, project generation and exploration for a variety of commodities in a broad spectrum of geological terranes. He was instrumental in the discovery of a new type of platinum mineralisation at Fifield in New South Wales and was responsible for the discovery of gold mineralisation at Glenburgh in the Gascoyne region in a geological environment previously considered to be largely unprospective. Mr Elliott has studied and visited various mineral deposits in Africa and North America.

Steven is a member of the Australian Institute of Mining and Metallurgy.

Dr Michael (Mick) Bunyard Michael (Mick) Bunyard PhD, BSc., FAusIMM, MIOM[3, ] CEng (appointed 31 July 2007) Non-Executive Director

Mick's plant operating and management experience was gained first on the Zambian Copperbelt and then in gold and uranium plants in South Africa. Mick moved into the project development field 20 years ago, first in South Africa and then Australia. He has worked as a consulting engineer for a number of major engineering companies since coming to Australia in 1988. He has participated in and managed all aspects of ore testing, process development, feasibility studies, plant design and commissioning for base metals, gold, uranium, iron ore and industrial minerals. The projects that Mick has worked on have been in Australia and in many different parts of the world.

Mick graduated from the University of Leeds in 1970 with a BSc in Minerals Processing followed by a PhD in 1973. He has 36 years experience in the minerals industry in research, operations management and project development.

Mick is a Fellow of the Australian Institute of Mining and Metallurgy, a Member of the Institute of Materials, Minerals and Mining, and a Chartered Engineer.

TALISMAN MINING LTD

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Ms Karen Gadsby Karen Gadsby B Comm, FCA, MAICD (appointed 3 April 2008) Non-Executive Director Karen Gadsby has 24 years experience in Finance, graduated from UWA with a Bachelor of Commerce in 1984 and qualified as a Chartered Accountant with Coopers and Lybrand (WA) in 1987.

Karen worked for North Ltd throughout Australia for 13 years in various executive roles including 6 years with Robe River Iron Associates in Perth. She has held the positions of General Manager Finance, CFO and Company Secretary.

She now resides in WA, has been involved with boards for over 12 years and now predominately works as a non-executive director. She is currently a director of the following boards; Adult Multicultural Education Services (Vic) and Perth Home Care Services (WA) and was previously a director of GMHBA (Vic) and Western Health (Vic). Karen has been the Chair of the Finance, Audit and Risk Management committees for these boards. She also consults and advises in the areas of business and finance strategy, change management and executive mentoring.

Karen is a Fellow of the Institute of Chartered Accountants and is a Member of the Australian Institute of Company Directors.

The above named directors held office during and since the end of the financial year except for:

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Directorships of other listed companies

Directorships of other listed companies held by directors in the 3 years immediately before the end of the financial year are as follows:

Name	Company	Period of directorship
Alan Senior	Jubilee Mines NL	to 7 February 2008
	Tanami Gold NL	31 July 2007 to present
Steven Elliott	-	-
Mick Bunyard	-	-
Karen Gadsby	-	-

Directors’ shareholdings

The following table sets out each director’s relevant interest in shares, debentures, and rights or options in shares or debentures of the company or a related body corporate as at the date of this report.

Directors	Fully paid ordinary shares Number	Share options Number
Alan Senior	-	4,000,000
Steven Elliott	7,200,002	1,666,668
Mick Bunyard	-	2,028,000
Karen Gadsby	-	2,000,000

Remuneration of directors and senior management

Information about the remuneration of directors and senior management is set out in the Remuneration Report of this directors’ report.

Share options granted to directors and senior management

During and since the end of the financial year an aggregate 8,850,000 share options were granted to the following directors and the five highest remunerated officers of the company as part of their remuneration:

Directors and senior management	Number of options granted	Issuing entity	Number of ordinary shares under option
Alan Senior	4,000,000	Talisman MiningLimited	4,000,000
Mick Bunyard(*)	2,050,000	Talisman MiningLimited	2,050,000
Karen Gadsby	2,000,000	Talisman MiningLimited	2,000,000
HarryCornelius	800,000	Talisman MiningLimited	800,000

50,000 incentive options were granted to Stephanie Bunyard, the wife of Mick Bunyard, who is an employee of the Company.

ANNUAL REPORT 2008

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Darren Crawte LL.B (Hons), ACA

Darren is a qualified Chartered Accountant with 9 years experience working within public practice, specifically within the area of audit and assurance both in Australia and the United Kingdom. He holds similar secretarial roles in various other listed public companies.

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The principal activity of Talisman Mining Limited during the course of the financial year was the exploration for iron ore, gold and base metals.

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During the year the company underwent a major change in commodity focus from gold and copper to iron ore. As a result, subsequent exploration activities for the year focused primarily on defining the iron ore potential of the Wonmunna project in the east Pilbara region, Western Australia.

Previous work had indicated that the Wonmunna project had significant potential for Marra Mamba Iron Formation – hosted hematite / goethite iron ores. A combination of mapping, interpretation of aeromagnetic data and reconnaissance drilling subsequently defined seven Marra Mamba targets.

Drilling on nominal 200m x 50m centres at the North Marra Mamba (NMM) target defined a JORC-compliant ��฀��฀��฀��฀ �฀��฀��฀��฀��฀��฀��฀��฀��฀��฀�฀��฀��฀��฀��฀��฀��฀฀ (Quantitative Geoscience – Chris De Vitry)[1] This mineralisation envelope in turn contains substantial areas of >60% iron mineralisation.

Drilling at similar density has been completed at two additional targets, South Marra Mamba (SMM) and Central Marra Mamba (CMM), with initial resource determinations expected in November, 2008. These resources are expected to add significantly to the Wonmunna resource base.

Additional iron ore projects have been identified at Trillbar (Gascoyne region), Yamada (East Gacoyne region) and Wandanya (East Pilbara region). Significant manganese mineralisation to 65% manganese in outcrop at Wandanya has also indicated significant potential for this strategic metal. Evaluation works at all three projects are ongoing.

Whilst the Company is focused on defining and developing iron ores, principally at Wonmunna, work continues in developing the gold and base metal projects held by the Company elsewhere in Western Australia.

1Mr Chris De-Vitry is a member and registered practicing geologist of the Australian Institute of Geoscientists (AIG). Mr Chris De-Vitry has sufficient experience in iron ore to act as competent person for this estimate as defined in the 2004 Edition of the “Australian Code for Reporting of Mineral Resources and Ore Reserves”. Mr Chris De-Vitry consents to the inclusion in this report of NMN resource estimate.

Mr Steven Elliott is a member of the Australasian Institute of Mining and Metallurgy. Mr Steven Elliott is a full time employee of Talisman Mining Ltd and has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity undertaken to qualify as a Competent Person as defined in the 2004 Edition of the “Australian Code for Reporting of Mineral Resources and Ore Reserves”. Mr Steven Elliott consents to the inclusion in this report of the matters based on information in the form and context in which it appears.

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There was no significant change in the state of affairs of the company during the financial year.

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There has not been any matter or circumstance occurring subsequent to the end of the financial year that has significantly affected, or may significantly affect, the operations of the company, the results of those operations, or the state of affairs of the company in future financial years other than:

On 2 July 2008, the company announced that it had withdrawn from participation in the proposed Protal Metals Group Limited uraniumfocused IPO in order for the company to focus on exploration and development of iron ore and manganese resources in Western Australia, with particular emphasis on the flagship Wonmunna Iron Ore project in the Pilbara region. The company retains the uranium assets and the concept of a uranium-focussed IPO may be revisted in the future, depending upon the company’s activities and market conditions.
On 29 July 2008, the company announced that it has relinquished the Mount James and Bustler Well gold projects in order to continue with and further enhance the company’s focus on iron ore, in particular the Wonmunna project.
On 28 August 2008, the company announced an Inferred Resource at the 100% owned NMM Wonmunna project.

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Disclosure of information regarding likely developments in the operations of the Company in future financial years and the expected results of those operations is likely to result in unreasonable prejudice to the Company. Accordingly, this information has not been disclosed in this report.

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The Company’s environmental obligations are regulated under both State and Federal legislation. Performance with respect to environmental obligations is monitored by the Board of Directors and subjected from time to time to government agency audits and site inspections. No environmental breaches have been notified by any government agency during the year ended 30 June 2008.

TALISMAN MINING LTD

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Shares under option or issued on exercise of options

Details of unissued shares or interests under option as at the date of this report are:

Issuing entity	Number of shares under option	Class of shares	Exercise price of option	Expiry date of options
Talisman MiningLimited	24,827,257	Ordinary	$0.20	31 December 2010
Talisman MiningLimited	2,222,000	Ordinary	$0.25	31 December 2010
Talisman MiningLimited	1,400,000	Ordinary	$1.20	31 December 2010
Talisman MiningLimited	1,500,000	Ordinary	$1.00	30 November 2010
Talisman MiningLimited	1,500,000	Ordinary	$1.20	30 November 2010
Talisman MiningLimited	1,500,000	Ordinary	$1.60	30 November 2010
Talisman MiningLimited	1,500,000	Ordinary	$2.20	30 November 2010
Talisman MiningLimited	500,000	Ordinary	$1.00	31 May2011
Talisman MiningLimited	500,000	Ordinary	$1.20	31 May2011
Talisman MiningLimited	500,000	Ordinary	$1.60	31 May2011
Talisman MiningLimited	500,000	Ordinary	$2.20	31 May2011

The holders of these options do not have the right, by virtue of the option, to participate in any share issue or interest issue of any other body corporate or registered scheme.

Details of shares or interests issued during or since the end of the financial year as a result of the exercise of options are:

Issuing entity	Number of shares issued	Class of shares	Amount paid for shares	Amount unpaid on shares
Talisman MiningLimited	805,382	Ordinary	$0.20	-
Talisman MiningLimited	4,978,000	Ordinary	$0.25	-

��฀��฀��฀��฀��

During the financial year, the Company entered into a contract insuring the directors and executive officers of the Company and of any related body corporate against a liability incurred as a director or executive officer to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.

The Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the Company or related body corporate against a liability incurred as an officer or auditor.

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The following table sets out the number of directors’ meetings (including meetings of committees of directors) held during the financial year and the number of meetings attended by each director (while they were a director or committee member). During the financial year, 6 board meetings and 2 audit committee meetings were held.

	Board of directors	Board of directors	Audit committee	Audit committee
Directors	Eligible to attend	Attended	Eligible to attend	Attended
Alan Senior	4	4	2	2
Steven Elliott	6	6	-	-
Mick Bunyard	6	6	2	2
Karen Gadsby	2	2	-	-
Ian Macpherson	2	2	-	-
Michael Hannington	-	-	-	-

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There were no non-audit services provided by the auditor during the year.

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The auditor’s independence declaration is included on page 21 of the annual report.

ANNUAL REPORT 2008

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This remuneration report, which forms part of the directors’ report, sets out information about the remuneration of Talisman Mining Limited’s key management personnel for the financial year ended 30 June 2008. Disclosures required under AASB 124 Related Party Disclosures have been transferred from the financial report and have been audited. The additional discosures required by the Corporations Act 2001 and the Corporations Regulations 2001 have not been audited .

The prescribed details for each person covered by this report are detailed below under the following headings:

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Key management personnel details

The key management personnel of Talisman Minng Limited during the year or since the end of the year were:

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Included in key management personnel above are the 5 highest remunerated executives of the Company.

Remuneration policy and relationship between the remuneration policy and company performance

- Key management personnel (excluding non executive directors)

The Board is responsible for determining the remuneration policies for the Company, including those affecting executive directors and other key management personnel. The Board may seek appropriate external advice to assist in its decision making. Remuneration policies and practices are directed primarily at attracting, motivating and retaining key management personnel.

The remuneration policy for executive directors and other key management personnel has two main components: fixed remuneration and long term incentive.

�฀ Fixed remuneration

Executive directors and other key management personnel receive fixed remuneration in the form of a base salary (inclusive of statutory superannuation).

�฀ Long term incentive

To align the interests of key management personnel with the long term objectives of the Company and its shareholders, the Company’s policy, having regard to the stage of development of its assets, is to issue share options at the complete discretion of the Board. Vesting conditions relating to the performance of the company are not considered appropriate having regard to the stage of development of the Company’s assets.

Non- executive directors

The Company’s non-executive directors receive only fees (including statutory superannuation) for their services and the reimbursement of reasonable expenses. The fees paid to the Company’s non-executive directors reflect the demands on, and responsibilities of the directors. They do not receive any retirement benefits (other than compulsory superannuation). The Board decides annually the level of fees to be paid to nonexecutive directors with reference to market standards.

Non executive directors may also receive share options where this is considered appropriate by the Board as a whole and with regard to the stage of the Company’s development. Such options vest across the life of the option and are primarily designed to provide an incentive to nonexecutive directors to remain with the Company.

A non-executive directors’ fee pool limit of $300,000 per annum was approved by the shareholders at the General Meeting on 19 May 2008 and is currently utlised to a level of $163,500 per annum. The fee currently paid to the non executive Chairman is $76,300 per annum and $43,600 per annum for the non executive directors.

TALISMAN MINING LTD

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Remuneration of key management personnel

2008	Short-term employee benefts	Short-term employee benefts	Short-term employee benefts	Short-term employee benefts	Post- employment benefts	Other long-term employee benefts $	Share- based payment	Total $	% of compensation linked to performance $
	Salary & fees $	Bonus $	Non- monetary $	Other $	Super- annuation $		Options $
Directors
Alan Senior	42,518	-	-	-	3,827	-	468,975	515,320	91%
Steven Elliott	145,000	-	-	-	13,050	-	-	158,050	-
Mick Bunyard	29,250	-	-	-	2,633	-	238,655	270,538	88%
Karen Gadsby	9,450	-	-	-	850	-	99,874	110,174	91%
Ian Macpherson	13,800	-	-	-	-	-	-	13,800	-
Michael Hannington	-	-	-	-	-	-	-	-	-
Executives
HarryCornelius	137,500	-	-	-	12,375	-	57,532	207,407	28%

2007	Short-term employee benefts				Post- employment benefts	Other long-term employee benefts $	Share- based payment	Total $	% of compensation linked to performance $
	Salary & fees $	Bonus $	Non- monetary $	Other $	Super- annuation $		Options $
Directors
Ian Macpherson	40,000	-	-	3,888	-	-	110,112	154,000	71%
Steven Elliott	125,000	-	-	7,743	11,250	-	110,112	254,105	43%
Michael Hannington	25,000	-	-	3,888	2,250	-	82,585	113,723	73%

No director or executive appointed during the year received a payment as part of his or her consideration or agreeing to hold the position.

Share based payments granted as compensation for the current financial year.

Incentive share based payment arrangements

During the financial year the following share based payment arrangements for key management personnel were in existence:

Options series	Grant date	Expiry date	Fair value per option at grant date	Vesting date
1)Issued 3 September 2007	11 May2007	31 December 2010	0.08	Vests at date ofgrant
2)Issued 25 March 2008	19 May2008	31 December 2010	0.32	Vests on 30 April 2009
3)Issued 21 May2008	19 May2008	30 November 2010	0.34	Vests at date ofgrant
4)Issued 21 May2008	19 May2008	30 November 2010	0.31	Vests on 30 November 2008
5)Issued 21 May2008	19 May2008	30 November 2010	0.27	Vests on 30 November 2009
6)Issued 21 May2008	19 May2008	30 November 2010	0.23	Vests 30 September 2010
7)Issued 21 May2008	19 May2008	31 May2011	0.37	Vests 30 November 2008
8)Issued 21 May2008	19 May2008	31 May2011	0.35	Vests 31 May2009
9)Issued 21 May2008	19 May2008	31 May2011	0.31	Vests 31 May2010
10)Issued 21 May2008	19 May2008	31 May2011	0.27	Vests 31 March 2011

There are no further service or performance criteria that need to be met in relation to options granted under series 1 to 10 before the beneficial interest vests in the recipient. Key management personnel receiving options under series 1 to 10 are only entitled to receive the beneficial interest under the option if they continue to be employed with the company at that time.

ANNUAL REPORT 2008

The following grants of share based payment compensation to key management personnel relate to the current financial year:

Name	Options series (as per previous table)	During the fnancial year	During the fnancial year	During the fnancial year	During the fnancial year	During the fnancial year
		No. granted	No. Vested and exercisable	% of grant vested	% of grant forfeited	% of compensation for the year consisting of options
Alan Senior	3, 4, 5, 6	4,000,000	1,000,000	25%	N/A	91%
Mick Bunyard	1, 3, 4, 5, 6	2,050,000	550,000	27%	N/A	88%
Karen Gadsby	7, 8, 9, 10	2,000,000	-	-	N/A	91%
HarryCornelius	1, 2	800,000	800,000	100%	N/A	28%

The assessed fair value at grant date of options granted to the individuals in the above table is allocated equally over the period from grant date to vesting date, and the amount is included in the remuneration tables in this remuneration report. Fair values at grant date are determined using a Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the share price at grant date, the expected price volatility of the underlying share and the the risk free rate for the term of the option.

The model inputs for options granted during the year ended 30 June 2008 are as follows:

Input	Series 1	Series 2	Series 3	Series 4	Series 5
Exercise Price	$0.25	$1.20	$1.00	$1.20	$1.60
Grant date	11 May2007	19 May2008	19 May2008	19 May2008	19 May2008
Expirydate	31 December 2010	31 December 2010	30 November 2010	30 November 2010	30 November 2010
Share price at grant date	$0.17	$0.65	$0.65	$0.65	$0.65
Expected volatility	75%	100%	100%	100%	100%
Risk free rate	6.1%	6.71%	6.71%	6.71%	6.71%

Input	Series 6	Series 7	Series 8	Series 9	Series 10
Exercise Price	$2.20	$1.00	$1.20	$1.60	$2.20
Grant date	19 May2008	19 May2008	19 May2008	19 May2008	19 May2008
Expirydate	30 November 2010	31 May2011	31 May2011	31 May2011	31 May2011
Share price at grant date	$0.65	$0.65	$0.65	$0.65	$0.65
Expected volatility	100%	100%	100%	100%	100%
Risk free rate	6.71%	6.71%	6.71%	6.71%	6.71%

During the year, the following key management personnel exercised options that were granted to them as part of their compensation. Each option converts into one ordinary share of Talisman Mining Limited.

Name	No of options exercised	No .of shares issued	Amount paid	Amount unpaid
			$	$
Mick Bunyard	22,000	22,000	$0.25	-
HarryCornelius	56,000	56,000	$0.25	-

TALISMAN MINING LTD

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Value of options issued to directors and executives

The following table summarises the value of options granted, exercised or lapsed during the annual reporting period to the identified directors and executives:

and executives:
	Value of options granted at the grant date (i) $	Value of options exercised at the exercise date (ii) $	Value of options lapsed at the date of lapse $	Total $
Alan Senior	1,141,400	-	-	1,141,400
Mick Bunyard	574,867	(1,833)	-	573,034
Karen Gadsby	648,350	-	-	648,350
HarryCornelius	136,832	(4,667)	-	132,165

(i) The value of options granted during the period is recognised in compensation over the vesting period of the grant, in accordance with Australian accounting standards.

(ii) Both options granted in the current financial year and in previous financial years were exercised during the financial year.

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��฀ $150,000 plus superannuation.
��฀ The employment contract is ongoing and is reviewed and extended annually.
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Employment may be terminated by either the employee or the Company giving 4 weeks notice in writing. Alternatively, the employment may be terminated by the Company providing paid compensation instead of the required period of notice. In the event of serious misconduct the Company may terminate the employment without notice or compensation.

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�� $145,000 plus superannuation.
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The employment contract is ongoing and is reviewed and extended annually.

��฀ Employment may be terminated by either the employee or the Company giving 4 weeks notice in writing. Alternatively, the employment may be terminated by the Company providing paid compensation instead of the required period of notice. In the event of serious misconduct the Company may terminate the employment without notice or compensation.

This directors’ report is signed in accordance with a resolution of directors made pursuant to s.298(2) of the Corporations Act 2001.

On behalf of the Directors

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Steven Elliott Director

Perth, 24 September 2008

ANNUAL REPORT 2008

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ANNUAL REPORT 2008

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ANNUAL REPORT 2008

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The Directors declare that:

(a) in the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable;
(b) in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance with accounting standards and giving a true and fair view of the financial position as at and performance of the Company; and
(c) the Directors have been given the declarations required by s.295A of the Corporations Act 2001.

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Steven Elliott Director

Perth, 24 September ~~2~~ 008

TALISMAN MINING LTD

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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2008

�� FOR THE FINANCIAL YEAR ENDED 30 JUNE 2008	�� FOR THE FINANCIAL YEAR ENDED 30 JUNE 2008	�� FOR THE FINANCIAL YEAR ENDED 30 JUNE 2008
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Revenue	4	219,203	45,026
Share of profts of associates and jointly controlled entities accounted for
using the equity method		(2,653)	-
Provision for impairment of investment in associate		(129,096)	-
Impairment of exploration expenditure		(243,838)	-
Employee beneft expenses		(1,063,946)	(514,277)
Finance costs	5	(5,395)	(1,209)
Depreciation		(31,269)	(18,403)
Consulting expenses		-	(99,222)
Occupancy expenses		(144,546)	(40,919)
Administration expenses		(512,384)	(130,307)
Loss before tax	6	(1,913,924)	(759,311)
Income tax beneft	7	146,754	-
Loss for the year		(1,767,170)	(759,311)

Loss per share
Basic (cents per share)	19	0.02	1.84
Diluted (cents per share)	19	0.02	1.84

Notes to the financial statements are included on pages 30 to 46.

ANNUAL REPORT 2008

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AS AT 30 JUNE 2008

�� AS AT 30 JUNE 2008	�� AS AT 30 JUNE 2008	�� AS AT 30 JUNE 2008
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Cash and cash equivalents	22	7,388,898	667,310
Trade and other receivables	8	416,525	55,541
Total current assets		7,805,423	722,851
Non-current assets
Investments accounted for using the equity method	9	-	1
Other fnancial assets	10	-	-
Property, plant and equipment	11	137,444	84,592
Exploration and evaluation expenditure	12	6,930,307	3,406,682
Total non-current assets		7,067,751	3,491,275
Total assets		14,873,174	4,214,126
Current liabilities
Trade and other payables	13	213,250	141,050
Borrowings	14	21,154	22,972
Provisions	15	26,568	29,160
Total current liabilities		260,972	193,182
Non-current liabilities
Borrowings	14	5,993	16,684
Total non-current liabilities		5,993	16,684
Total liabilities		266,965	209,866
Net assets		14,606,209	4,004,260

Equity
Issued capital	16	16,458,284	4,933,096
Share application proceeds	17	-	421,500
Reserves	18	1,790,096	524,665
Accumulated losses		(3,642,171)	(1,875,001)
Total equity		14,606,209	4,004,260

Notes to the financial statements are included on pages 30 to 46.

TALISMAN MINING LTD

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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2008

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Balance at 1 July 2006	3,740,632	-	-	-	(1,115,690)	2,624,942
Loss for the period	-	-	-	-	(759,311)	(759,311)
Total recognised income and expense	-	-	-	-	(759,311)	(759,311)
Recognition of share-based payments -employees	-	-	-	348,339	-	348,339
Issue of shares	1,295,000	-	-	-	-	1,295,000
Shares to be issued	121,333	-	-	-	-	121,333
Receipt of share application proceeds	-	421,500	-	-	-	421,500
Issue of options	-	-	176,326	-	-	176,326
Share issue costs	(223,869)	-	-	-	-	(223,869)
Balance at 30 June 2007	4,933,096	421,500	176,326	348,339	(1,875,001)	4,004,260

Balance at 1 July 2007	4,933,096	421,500	176,326	348,339	(1,875,001)	4,004,260
Loss for the period	-	-	-	-	(1,767,170) (1,767,170)
Total recognised income and expense	-	-	-	-	(1,767,170) (1,767,170)
Recognition of share-based payments -employees	-	-	-	824,481	-	824,481
Recognition of share-based payments -share issue	costs			440,950		440,950
Transfer from share application proceeds	421,500	(421,500)	-	-	-	-
Issue of shares	12,084,076	-	-	-	-	12,084,076
Share issue costs	(980,388)	-	-	-	-	(980,388)
Balance at 30 June 2008	16,458,284	-	176,326	1,613,770	(3,642,171)	14,606,209

Notes to the financial statements are included on pages 30 to 46.

ANNUAL REPORT 2008

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FOR THE FINANCIAL YEAR ENDED 30 JUNE 2008

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Cash fows from operating activities
Interest received		219,341	45,026
Payments to suppliers and employees		(1,023,222)	(451,591)
Interest and other costs of fnance paid		(267)	(1,209)
Net cash used in operating activities	22	(804,148)	(407,774)
Cash fows from investing activities
Amounts advanced to associate		(130,516)	-
Payments for property, plant and equipment		(84,121)	(7,934)
Payments for exploration and evaluation		(3,716,241)	(1,821,152)
Payment for investment in joint venture company		-	(1)
Net cash used in investing activities		(3,930,878)	(1,829,087)
Cash fows from fnancing activities
Proceeds from issues of equity securities		12,084,076	1,254,326
Proceeds from share applications		-	421,500
Payment for share issue costs		(595,525)	(125,792)
Repayment of borrowings		(31,937)	(7,550)
Net cash provided by fnancing activities		11,456,614	1,542,484
Net increase/(decrease) in cash and cash equivalents		6,721,588	(694,377)
Cash and cash equivalents at the beginning of the fnancial year		667,310	1,361,687
Cash and cash equivalents at the end of the fnancial year	22	7,388,898	667,310

Notes to the financial statements are included on pages 30 to 46.

TALISMAN MINING LTD

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Talisman Mining Limited (the Company) is a public company listed on the Australian Securities Exchange (trading under the symbol “TLM”) and operating in Australia.

Talisman Mining Limited’s registered office and its principal place of business are as follows:

Registered office Principal place of business c/o Ord Nexia Pty Ltd 6 Centro Avenue Level 2, 47 Colin Street Subiaco Western Australia 6008 West Perth Western Australia 6005

The entity’s principal activity is the exploration for iron ore, gold and base metals in Australia.

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Statement of compliance

The financial report is a general purpose financial report which has been prepared in accordance with the Corporations Act 2001, Accounting Standards and Interpretations, and complies with other requirements of the law. Accounting Standards include Australian equivalents to International Financial Reporting Standards (‘A-IFRS’). Compliance with A-IFRS ensures that the financial statements and notes of the company comply with International Financial Reporting Standards (‘IFRS’).

The financial statements were authorised for issue by the directors on 24 September 2008.

Basis of preparation

The financial report has been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.

Crtical accounting judgements and key sources of estimation uncertainty

In the application of the Company’s accounting policies, management is required to make judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experiences and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to the accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects the the current and future periods.

Refer to Note 3 for a discussion of critical judgements in applying the entity’s accountings policies and key sources of estimation uncertainty.

Adoption of new and revised Accounting Standards

Changes in accounting policy on initial application of Accounting Standards

In the current year, the Company has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective for the current annual reporting period. The adoption of these new and revised Standards and Interpretations has resulted in changes to the Company’s accounting policies in the following areas:

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The adoption of these new and revised Standards and Interpretations have not affected the amounts reported for the current or prior years, but have changed the disclosures made in the financial statements of the Company.

ANNUAL REPORT 2008

At the date of authorisation of the financial report, the following Standards and Interpretations were in issue but not yet effective:

AASB 8 ‘Operating Segments’ and AASB 2007-3 ‘Amendments to Australian Accounting Standards arising from AASB 8’
AASB 101 ‘(revised September 2007) ‘presentation of Financial Statements’ and AASB 2007-8 ‘Amendments to Australian Accounting Standards arising from AASB 101’ and AASB 2007-10 ‘Further Amendments to Australian
Accounting Standards arising from AASB 101’

AASB 123 ‘Borrowing Costs’ – revised Standard and AASB 2007-6 ‘Amendments to Austrlalian Accounting Standards arising from AASB 123’

AASB Interpretation 12 ‘Service Concession
� Arrangements’
AASB Interpretation 14 ‘AASB 119 – the Limit ion a Defined benefit Asset, Minimum Funding Requirements and their Interaction

AASB Interpretation 13 ‘Customer Loyalty Programme’

AASB 2008 -2 ‘Amendments to Australian Accounting Standards – Puttable Financial instruments and Obligations arising on Liquidation’

Effective for annual reporting periods beginning on or after 1 January 2009

Effective for annual reporting periods beginning on or after 1 January 2009,

Effective for annual reporting periods beginning on or after 1 January 2008,

Effective for annual reporting periods beginning on or after 1 July 2008,

Effective for annual reporting periods beginning on or after 1 January 2009,

The directors anticipate that the adoption of these Standards and Interpretations in future periods will have no material financial impact on the financial statements of the company. These Standards and Interpretations will be first applied in the financial report of the Company that relates to the annual reporting period beginning after the effective date of each pronouncement.

The following significant accounting policies have been adopted in the preparation and presentation of the financial report:

(a) Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, cash in banks and investments in money market instruments, net of outstanding bank overdrafts.

(b) Employee benefits

Provision is made for benefits accruing to employees in respect of wages and salaries, annual leave and long service leave when it is probable that settlement will be required and they are capable of being measured reliably. Provisions made in respect of employee benefits expected to be settled within 12 months, are measured at their nominal values using the remuneration rate expected to apply at the time of settlement. Provisions made in respect of employee benefits which are not expected to be settled within 12 months are measured as the present value of the estimated future cash outflows to be made by the entity in respect of services provided by employees up to reporting date.

(c) Financial assets

Investments are recognised and derecognised on trade date where purchase or sale of an investment is under a contract whose terms require delivery of the investment within the timeframe established by the market concerned, and are initially measured at fair value, net of transaction costs.

Other financial assets are classified into the following specified categories: financial assets ‘at fair value through profit or loss’, ‘held-tomaturity’ investments, ‘available-for-sale’ financial assets, and ‘loans and receivables’. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

Loans and receivables

Trade receivables, loans, and other receivables are recorded at amortised cost less impairment.

(d) Financial instruments issued by the Company

Debt and equity instruments

Debt and equity instruments are classified as either liabilities or as equity in accordance with the substance of the contractual arrangement.

Transaction costs on the issue of equity instruments

Transaction costs arising on the issue of equity instruments are recognised directly in equity as a reduction of the proceeds of the equity instruments to which the costs relate. Transaction costs are the costs that are incurred directly in connection with the issue of those equity instruments and which would not have been incurred had those instruments not been issued.

TALISMAN MINING LTD

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(e) Goods and services tax

Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:

i. where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of the cost of acquisition of an asset or as part of an item of expense; or
ii. for receivables and payables which are recognised inclusive of GST.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables.

Cash flows are included in the cash flow statement on a gross basis. The GST component of cash flows arising from investing and financing activities which is recoverable from, or payable to, the taxation authority is classified as operating cash flows.

(f) Impairment of assets

At each reporting date, the entity reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the entity estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried at fair value, in which case the impairment loss is treated as a revaluation decrease.

Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried at fair value, in which case the reversal of the impairment loss is treated as a revaluation increase.

(g) Income tax

Current tax

Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).

Deferred tax

Deferred tax is accounted for using the comprehensive balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items.

In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be available against which deductible temporary differences or unused tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, branches, associates and joint ventures except where the entity is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with these investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period(s) when the asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by reporting date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the entity expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the entity intends to settle its current tax assets and liabilities on a net basis.

ANNUAL REPORT 2008

Current and deferred tax for the period

Current and deferred tax is recognised as an expense or income in the income statement, except when it relates to items credited or debited directly to equity, in which case the deferred tax is also recognised directly in equity, or where it arises from the initial accounting for a business combination, in which case it is taken into account in the determination of goodwill or excess.

(h) Exploration and evaluation expenditure

Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:

(i) the rights to tenure of the area of interest are current; and
(ii) at least one of the following conditions is also met:
(a) the exploration and evaluation expenditures are expected to be recouped through successful development and exploration of the area of interest, or alternatively, by its sale; or
(b) exploration and evaluation activities in the area of interest have not, at the reporting date, reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.

Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies, exploratory drilling, trenching and sampling and associated activities and an allocation of depreciation and amortisation of assets used in exploration and evaluation activities. General and administrative costs are only included in the measurement of exploration and evaluation costs where they are related directly to operational activities in a particular area of interest.

Exploration ans evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and evaluation asset is estimated to determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the varying amount that would have been determined had no impairment loss been recognised for the asset in previous years.

Where a decision is made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment and the balance is then re-classified to development.

(i) Joint ventures

Jointly controlled assets and operations

Interests in jointly controlled assets and operations are reported in the financial statements by including the entity’s share of assets employed in the joint ventures, the share of liabilities incurred in relation to the joint ventures and the share of any expenses incurred in relation to the joint ventures in their respective classification categories.

Jointly controlled entities

Interests in jointly controlled entities are accounted for under the cost method in the Company financial statements.

(j) Operating cycle

The operating cycle of the entity coincides with the annual reporting cycle.

(k) Payables

Trade payables and other accounts payable are recognised when the entity becomes obliged to make future payments resulting from the purchase of goods and services.

(l) Presentation currency

The entity operates entirely within Australia and the presentation currency is Australian dollars.

(m) Plant and equipment

Plant and equipment are stated at cost less accumulated depreciation and impairment. Cost includes expenditure that is directly attributable to the acquisition of the item.

Depreciation is provided on plant and equipment. Depreciation is calculated on a diminishing value basis and on a straight line basis so as to write off the net cost or other revalued amount of each asset over its expected useful life to its estimated residual value. The estimated useful lives, residual values and depreciation method are reviewed at the end of each annual reporting period.

The following depreciation rates useful lives are used in the calculation of depreciation:

Class of fixed asset Depreciation effective life

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TALISMAN MINING LTD

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(n) Leases

Leases are classified as finance leases when the terms of the lease transfer substantially all the risks and reward incidental to ownership of the leased asset to the lessee (note 14). Finance leases are capitalised at the lease’s inception at the fair value of the leased property, or if lower, the present value of the minimum lease payments. The corresponding rental obligations, net of finance charges, are included in other short-term and long-term payables. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to the income statement over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The property, plant and equipment acquired under finance leases is amortised on a diminishing value basis over the estimated useful life of the asset.

All other leases are classified as operating leases. Operating lease payments are recognised as an expense on a straight-line basis over the lease term.

(o) Provisions

Provisions are recognised when the entity has a present obligation, the future sacrifice of economic benefits is probable, and the amount of the provision can be measured reliably. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cashflows estimated to settle the present obligation, its carrying amount is the present value of those cashflows. When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognised as an asset if it is virtually certain that recovery will be received and the amount of the receivable can be measured reliably.

(p) Revenue recognition

Interest revenue

Interest revenue is recognised when receivable.

(q) Share-based payments

Equity-settled share-based payments granted after 7 November 2002 that were unvested as of 1 January 2005, are measured at fair value at the date of grant. Fair value is measured by use of the Black and Scholes model. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the entity’s estimate of shares that will eventually vest.

For cash-settled share-based payments, a liability equal to the portion of the goods or services received is recognised at the current fair value determined at each reporting date.

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Judgements made by management in the application of A-IFRS that have significant effects on the financial statements and estimates with a significant risk of material adjustments in the next year are disclosed, where applicable, in the relevant note to the financial statements.

The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the balance sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year:

Key estimates — impairment

The Company assesses impairment at each reporting date by evaluating conditions specific to the Company that may lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is determined. No impairment loss was recorded in the current financial year (2007:nil).

Key estimates — share based payments

The Company measures the cost of equity settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using a Black Scholes model, using the assumptions detailed in Note 24.

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An analysis of the Company’s revenue for the year, from continuing operations, is as follows:

An analysis of the Company’s revenue for the year, from continuing operations, is as follows:	An analysis of the Company’s revenue for the year, from continuing operations, is as follows:
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Interest revenue	219,203	45,026

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Interest on obligations under fnance leases	5,128	1,119
Other interest expense	267	90
	5,395	1,209

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ANNUAL REPORT 2008

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Loss for the year includes the following expenses:

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Depreciation of non-current assets	31,269	18,403
Employee beneft expense:
Post employment benefts	13,437	48,999
Equity-settled share-based payments	824,482	348,339
Operating lease rental expenses:
Minimum lease payments	146,542	40,919

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Income tax recognised in profit or loss

Income tax recognised in proft or loss	Income tax recognised in proft or loss
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Tax beneft comprises:
Current tax beneft	146,754	-
Deferred tax expense/(income) relating to the origination and reversal of temporary differences	-	-
	146,754	-

The prima facie income tax benefit on pre-tax accounting loss from operations reconciles to the income tax benefit in the financial statements as follows:

as follows:
Loss from operations	(1,913,924)	(759,311)
Income tax beneft calculated at 30%	(574,177)	(227,793)
Effect of expenses that are not deductible in determining taxable proft	360,540	105,121
Effect of non assessable items in determining taxable proft	(93)	(135)
Effect of tax concessions (research and development)	146,754	-
Effect of unused tax losses and tax offsets not recognised as deferred tax assets	213,730	122,807
	146,754	-

The tax rate used in the above reconciliation is the corporate tax rate of 30% payable by Australian corporate entities on taxable profits under Australian tax law. There has been no change in the corporate tax rate when compared with the previous reporting period.

Unrecognised deferred tax assets and liabilities

Unrecognised deferred tax assets and liabilities	Unrecognised deferred tax assets and liabilities
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The following deferred tax assets and (liabilities) have not been brought to account:
Tax losses – revenue	2,499,735	1,286,461
Temporary differences arising from exploration, evaluation and development	(2,079,093)	(1,022,005)
Temporary differences	25,322	111,300
	445,964	375,756

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Other receivables and prepayments	269,771	55,541
Research and development tax concession receivable	146,754	-
	416,525	55,541

TALISMAN MINING LTD

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Investments in jointly controlled entities - 1
- 1

Name of entity	Principal activity	Country of incorporation	Ownership interest		Published fair value
			2008 %	2007 %	2008 $	2007 $
Jointly controlled entities Protal Metals GroupLimited	Uranium exploration	Australia	50	50	-	1

The Company has a 50% interest in the ordinary share capital of Protal Metals Group Limited as at 30 June 2008.

The Company has fully provided for the investment due to the Company’s decision to withdraw from the participation in the proposed Protal Metals Group Limited uranium focussed IPO in order for the company to focus on exploration and development of iron ore and maganese resources.

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Loans carried at amortised cost:
Non-current
Loans to associates		129,096	-
Provision for	non-recovery of loan to associate	(129,096)	-
		-	-

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Gross carrying amount
Balance at 1 July 2006	72,496	-	72,496
Additions	7,274	43,574	50,848

Balance at 30 June 2007	79,770	43,574	123,344

Additions	66,592	17,529	84,121

Balance at 30 June 2008	146,362	61,103	207,465

Accumulated depreciation/ amortisation and impairment
Balance at 1 July 2006	20,349	-	20,349
Depreciation expense	15,070	3,333	18,403
Balance at 30 June 2007	35,419	3,333	38,752
Depreciation expense	23,719	7,550	31,269
Balance at 30 June 2008	59,138	10,883	70,021

Net book value
As at 30 June 2007	44,351	40,241	84,592
As at 30 June 2008	87,224	50,219	137,444

The following useful lives are used in the calculation of depreciation:

Office furniture and equipment 4 – 25 years Motor vehicle under finance lease 8 - 10 years

ANNUAL REPORT 2008

Aggregate depreciation allocated, whether recognised as an expense or capitalised as part of the carrying amount of other assets during the year:

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Offce furniture and equipment	23,719	15,070
Motor vehicle under fnance lease	7,550	3,333
	31,269	18,403

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Balance at 1 July 2006	1,355,351	1,355,351
Capitalised during the year	2,051,331	2,051,331
Balance at 30 June 2007	3,406,682	3,406,682

Capitalised during the year	3,767,463	3,767,463
Exploration written off during the year	(243,838)	(243,838)
Balance at 30 June 2008	6,930,307	6,930,307

Recoverability of the carrying amount of the exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest.

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	Trade payables	94,481	35,496
	Accruals	26,169	66,587
	Other payables	92,600	38,967
		213,250	141,050

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	Current
	Lease liabilities (refer note 20)	21,154	22,972

	Non Current
	Lease liabilities (refer note 20)	5,993	16,684

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	Employee benefts	26,568	29,160

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	75,288,047 fully paid ordinary shares (2007: 45,504,671)	16,458,284	4,933,096

Changes to the then Corporations Law abolished the authorised capital and par value concept in relation to share capital from 1 July 1998. Therefore, the company does not have a limited amount of authorised capital and issued shares do not have a par value.

TALISMAN MINING LTD

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		2008		2007
	No.	$	No.	$
Fully paid ordinary shares
Balance at beginning of fnancial year	45,504,671	4,933,096	36,798,006	3,740,632
Share placements at 14 cents	14,999,994	2,100,000	-	-
Exercise of options at 20 cents	805,382	161,076	-	-
Exercise of options at 25 cents	4,978,000	1,244,500
Share placement at $1.00	9,000,000	9,000,000	-	-
Acquisition of project	-	-	1,100,000	175,000
Shares to be issued	-	-	606,665	121,333
Share placement	-	-	7,000,000	1,120,000
Share issue costs	-	(980,388)	-	(223,869)
Balance at end of fnancial year	75,288,047	16,458,284	45,504,671	4,933,096

Fully paid ordinary shares carry one vote per share and carry the right to dividends.

Share options on issue

Share options issued by the Company carry no rights to dividends and no voting rights.

As at 30 June 2008, the Company has 36,449,257 share options on issue (2007: 24,832,668) exercisable on a 1:1 basis for 36,449,257 shares (2007: 24,832,668) at various exercise prices. The options expire between 30/11/10 and 31/05/11. Further details of options granted to directors and employees are contained in note 24 to the financial statements.

Capital management

The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The capital structure of the Company consists of equity only, comprising issued capital and reserves, net of accumulated losses. The Company’s policy is to use capital market issues to meet the funding requirements of the Company.

There were no changes in the Company’s approach to capital management during the year.

The Company is not subject to externally imposed capital requirements.

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Balance at beginning of fnancial year	421,500	-
Transfer to issued capital	(421,500)	-
Proceeds from 3,010,714 unissued shares at 14 cents each pursuant to a share placement.
Shares were subsequently issued post year end	-	421,500
	-	421,500

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Share based payments reserve	1,613,770	348,339
Option premium	176,326	176,326
	1,790,096	524,665

The share based payment reserve arises on the grant of share options to executives and senior employees under the employee share option plan and to third parties, including consultants and advisors. Further information about share-based payments to employees is made in note

The option premium reserve records the proceeds received on the issue of share options by the company.

ANNUAL REPORT 2008

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Basic loss per share	0.02	1.84

Basic loss per share

The loss and weighted average number of ordinary shares used in the calculation of basic loss per share are as follows:

The loss and weighted average number of ordinary shares used in the calculation of basic loss per share are as follows:	The loss and weighted average number of ordinary shares used in the calculation of basic loss per share are as follows:
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Net loss	1,767,170	759,311

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Weighted average number of ordinary shares for the purposes of basic loss per share	101,578,734	41,370,883

Options outstanding have been classified as potential ordinary shares, however they are not considered dilutive in nature as their conversion will not result in an increase in the basic loss per share.

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(a)	Capital expenditure commitments
	Exploration expenditure
	Not longer than 1 year	704,000	478,190
	Longer than 1 year and not longer than 5 years	2,816,000	578,962
	Longer than 5 years	-	-
		3,520,000	1,057,152

Leasing arrangements

Finance leases relate to manufacturing equipment with lease terms of 3 years. The Company has options to purchase the equipment for a nominal amount at the conclusion of the lease agreements.

Finance lease liabilities

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No later than 1 year	23,556	26,006
Later than 1 year and not later than 5 years	6,736	17,338
Later than fve years	-	-
Minimum future lease payments*	30,292	43,344
Less future fnance charges	(3,145)	(3,688)
Present value of minimum lease payments	27,147	39,656
Included in the fnancial statements as: (note 14)
Current borrowings	21,154	22,972
Non-current borrowings	5,993	16,684
	27,147	39,656

Minimum future lease payments includes the aggregate of all lease payments and any guaranteed residual.

Operating leases

Leasing arrangements

Leasing arrangements comprise an agreement for the rental of office space with a lease term of 5 years.

TALISMAN MINING LTD

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Non-cancellable operating lease commitments

Non-cancellable operating lease commitments	Non-cancellable operating lease commitments
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Not longer than 1 year	161,191	95,891
Longer than 1 year and not longer than 5 years	483,573	420,611
Longer than 5 years	-	-
	644,764	516,502

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There were no contingent assets or liabilities at the year-end.

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(a) Reconciliation of cash and cash equivalents

For the purposes of the cash flow statement, cash and cash equivalents includes cash on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the financial year as shown in the cash flow statement is reconciled to the related items in the balance sheet as follows:

statement is reconciled to the related items in the balance sheet as follows:	statement is reconciled to the related items in the balance sheet as follows:
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Cash and cash equivalents	7,388,898	667,310

Non-cash fnancing and investing activities
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Shares to be used in part settlement of drilling costs	-	121,333
Equity settled share-based payment in consideration of share placement fee	649,050	30,797
Issue of shares to acquire tenements	-	175,000
Acquisition of motor vehicle by means of fnance lease	-	42,914
	649,050	370,044

(b) Non-cash financing and investing activities

$12,000 deposits lodged with DOIR.

(d) Reconciliation of loss for the year to net cash flows from operating activities

Reconciliation of loss for the year to net cash fows from operating activities	Reconciliation of loss for the year to net cash fows from operating activities
�� �		�� �
Loss for the year	(1,767,170)	(759,311)
Share of associate’s loss	2,653	-
Depreciation and amortisation	31,269	18,403
Provision for impairment of investment in associate	129,096	-
Impairment of exploration	243,838	-
Equity-settled share-based payment	824,482	348,339
(Increase)/decrease in assets:
Trade and other receivables	(344,281)	(3,968)
Increase/(decrease) in liabilities:
Trade and other payables	78,557	(30,909)
Provisions	(2,592)	19,672
Net cash used in operating activities	(804,148)	(407,774)

ANNUAL REPORT 2008

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The Company has exposure to the following risks from their use of financial instruments

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�฀ Interest rate risk

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligatons as they fall due. The company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when they fall due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the company’s reputation.

Typically the company ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 6 months, including the servicing of financial obligations. This excludes the potential impact of extreme circumstances that cannot reasonably be predicted such as natural disasters.

Liquidy and interest risk tables

The remaining contractual maturity for the non-derivative financial liabilities of the company are shown in the tables below

	Less than		3-12	1 year to
	1 month	1-3 months	months	5 years	5+ years	Total
2008	$	$	$	$	$	$

Financial liabilities
Trade payables	213,250	-	-	-	-	213,250
Finance lease	1,763	5,289	14,102	5,993	-	27,147
	215,013	5,289	14,102	5,993	-	240,397
2007
Financial liabilities
Trade payables	141,050	-	-	-	-	141,050
Finance lease	1,914	5,743	15,315	16,684	-	39,656
	142,964	5,743	15,315	16,684	-	180,706

Interest rate risk

Some of the company’s assets are subject to interest rate risk but the company is not dependent on this income. Interest income is only incidental to the company’s operations and operating cashflows.

The company is exposed to interest rate risk as it has borrowed funds at (fixed/ variable) interest rates. The company manages this risk by keeping such liabilities to a financially tolerable level and taking into account expected movements in interest rates.

The exposure to interest rate risk as at 30 June 2008 and 30 June 2007 for the Company are shown in the tables below:

	Weighted
	average				Fixed maturity	dates
	effective	Variable							Non
	interest	interest	Less than	1-2	2-3	3-4	4-5	5+	interest
	rate	rate	1 year	years	years	years	years	years	bearing	Total
2008	%	$	$	$	$	$	$	$	$	$

Financial assets
Cash and cash
equivalents	3.8	7,386,118	-	-	-	-	-	-	2,780	7,388,898
Trade receivables	-	-	-	-	-	-	-	-	269,772	269,772
Financial liabilities
Trade payables									213,250	213,250
Finance lease liabilities	10.2	-	21,154	5,993	-	-	-	-	-	27,147

TALISMAN MINING LTD

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	Weighted
	average				Fixed maturity	dates
	effective	Variable							Non
	interest	interest	Less than	1-2	2-3	3-4	4-5	5+	interest
	rate	rate	1 year	years	years	years	years	years	bearing	Total
2007	%	$	$	$	$	$	$	$	$	$

Financial assets
Cash and cash
equivalents	4.3	653,456	10,000	-	-	-	-	-	3,854	667,310
Trade receivables	-	-	-	-	-	-	-	-	55,541	55,541
Financial liabilities
Trade payables	-	-	-	-	-	-	-	-	141,050	141,050
Lease liabilities	10.2	-	22,972	16,684	-	-	-	-	-	39,656

Interest rate sensitivity analysis

The sensitivity analysis of the Company’s exposure to interest rate risk at the reporting date has been determined based on the change of 50 basis points in interest rates taking place at the beginning of the financial year and held constant throughout the year.

At reporting date, if interest rates had been 50 basis points higher and all other variables were constant, the Company’s net loss would have decreased by $36,411 (2007: $5,072). If interest rates had decreased, there would be an equal and opposite impact on the loss.

The directors consider that the carrying amounts of financial assets and financial liabilities recorded in the financial statements approximates their fair value.

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Employee share options

The Company has an Employee Share Option Plan (“ESOP”) for executives and employees of the Company. In accordance with the provisions of the ESOP, as approved by shareholders at a previous annual general meeting, executives and employees may be granted options at the discretion of the directors.

Each employee share option converts into one ordinary share of Talisman Mining Limited on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends or voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry.

The number of options granted is at the sole discretion of the directors subject to the total number of outstanding options being issued under the ESOP not exceeding 5% of the Company’s issued capital at any one time.

The exercise price is calculated with reference to a formula contained within the rules governing the ESOP or at the Boards discretion and which rewards employees against the extent of the Company’s performance on the capital markets. Where appropriate the directors have established appropriate vesting conditions to incentivise executives and employees to remain in the employ of the Company.

Options issued to directors are not issued under the ESOP but are subject to approval by shareholders and attach vesting conditions as appropriate.

Other share based payment arrangements

On 8 October 2007, the company issued 3,000,000 listed options exercisable at 20 cents on or before 31 December 2010 to RM Capital Pty Ltd as part of their mandate to manage a placement.

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ANNUAL REPORT 2008

Share based payment arrangements in existence during period

The following share-based payment arrangements were in existence during the current and comparative reporting periods:

Options series	Number	Grant date	Expiry date	Exercise price $	Fair value at grant date $
(1)31 December 2010	1,750,000	22 November 2006	31 December 2010	0.25	0.110
(2)31 December 2010	472,000	11 May2007	31 December 2010	0.25	0.082
(3)31 December 2010	3,000,000	3 September 2007	31 December 2010	0.20	0.060
(4)31 December 2010	1,000,000	15 February2008	31 December 2010	1.20	0.4664
(5)31 December 2010	400,000	19 May2008	31 December 2010	1.20	0.3172
(6)30 November 2010	1,500,000	19 May2008	30 November 2010	1.00	0.3364
(7)30 November 2010	1,500,000	19 May2008	30 November 2010	1.20	0.3104
(8)30 November 2010	1,500,000	19 May2008	30 November 2010	1.60	0.2694
(9)30 November 2010	1,500,000	19 May2008	30 November 2010	2.20	0.2252
(10)31 May2011	500,000	19 May2008	31 May2011	1.00	0.3716
(11)31 May2011	500,000	19 May2008	31 May2011	1.20	0.3478
(12)31 May2011	500,000	19 May2008	31 May2011	1.60	0.3097
(13)31 May2011	500,000	19 May2008	31 May2011	2.20	0.2676

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(5) Options vest 30 April 2009.

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(8) Options vest 30 November 2009

(9) Options vest 30 September 2010

(11) Options vest 31 May 2009

(12) Options vest 31 May 2010

(13) Options vest 31 March 2011

Options series 3 were valued using the average listed option price of TLMO from the date of the share placement announcement (17 May 2007) to the final date of the issue of the shares (3 September) as this is the period in which the options were earnt.

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experience.
Inputs into the model	Option series (4) 31 December 2010	Option series (5) 31 December 2010	Option series (6) 30 November 2010	Option series (7) 30 November 2010
Grant date shareprice	$0.54	$0.65	$0.65	$0.65
Exerciseprice	$1.20	$1.20	$1.00	$1.20
Expected volatility	100%	100%	100%	100%
Option life	2.8years	2.5years	2.5years	2.5years
Dividendyield	Nil	Nil	Nil	Nil
Risk-free interest rate	6.54%	6.71%	6.71%	6.71%

Inputs into the model	Option series (8) 30 November 2010	Option series (9) 30 November 2010	Option series (10) 31 May 2011	Option series (11) 31 May 2011
Grant date shareprice	$0.65	$0.65	$0.65	$0.65
Exerciseprice	$1.60	$2.20	$1.00	$1.20
Expected volatility	100%	100%	100%	100%
Option life	2.5years	2.5years	3years	3years
Dividendyield	Nil	Nil	Nil	Nil
Risk-free interest rate	6.71%	6.71%	6.71%	6.71%

TALISMAN MINING LTD

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Inputs into the model	Option series (12) 31 May 2011	Option series (13) 31 May 2011
Grant date shareprice	$0.65	$0.65
Exerciseprice	$1.60	$2.20
Expected volatility	100%	100%
Option life	3years	3years
Dividendyield	Nil	Nil
Risk-free interest rate	6.71%	6.71%

The following reconciles the outstanding share options granted as share based payments at the beginning and end of the financial year:

		2008		2007
		Weighted		Weighted
		average		average
		exercise		exercise
	Number of	price	Number of	price
	options	$	options	$
Balance at beginning of the fnancial year	12,032,250	0.23	3,900,000	0.25
Granted during the fnancial year – Directors and employees	8,400,000	1.44	3,300,000	0.25
Granted during the fnancial year – Contractors/ advisors	4,000,000	0.60	4,832,250	0.20
Exercised during the fnancial year (i)	(4,978,000)	-	-	-
Balance at end of the fnancial year (ii)	19,454,250	0.81	12,032,250	0.23

Exercisable at end of the fnancial year	11,454,250	0.81	8,100,000	0.23

(i) Exercised during the financial year

The following share options granted under the employee share option plan were exercised during the financial year:

2008 Options series	Number exercised	Exercise date	Share price at exercise date $
30June 2008 exercisable at 25 cents	3,900,000	19 December 2007	$1.14
31 December 2010 exercisable at 25 cents	20,000	27 November 2007	$1.02
31 December 2010 exercisable at 25 cents	58,000	17 December 2007	$1.30
31 December 2010 exercisable at 25 cents	1,000,000	19 December 2007	$1.14

(ii) Balance at end of the financial year

The share options outstanding at the end of the financial year had a weighted average remaining contractual life of 2.5 years (2007: 2.7 years).

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(a) Equity interests in related parties

Equity interests in subsidiaries

Talisman Mining Limited has no subsidiary companies.

Equity interests in associates and joint ventures

Details of equity interests in associates are disclosed in note 9 to the financial statements.

(b) Transactions with key management personnel

i. Key management personnel compensation

The aggregate compensation made to key management personnel of the Company is set out below:

The aggregate compensation made to key management personnel of the Company is set out below:	The aggregate compensation made to key management personnel of the Company is set out below:
�� �		�� �
Short-term employee benefts	377,518	205,519
Post-employment benefts	32,735	13,500
Share-based payments	865,036	302,809
	1,275,289	521,828

ANNUAL REPORT 2008

ii. Key management personnel equity holdings

Fully paid ordinary shares of Talisman Mining Limited

	Balance at 1 July 2007 No.	Balance on appointment No.	Net other change No.	Received on exercise of options No.	Balance on resignation No.	Balance at 30 June 2008 No.
2008
Alan Senior(i)	N/A	-	-	-	N/A	-
Steven Elliott	5,100,002	N/A	(2,800,000)	4,900,000	N/A	7,200,002
Mick Bunyard(ii)	N/A	-	(22,000)	22,000	N/A	-
Karen Gadsby (iii)	N/A	-	-	-	N/A	-
HarryCornelius	N/A	N/A	(30,000)	56,000	N/A	26,000
Ian Macpherson(iv)	1,800,000	N/A	-	-	1,800,000	N/A
Michael Hannington(v)	300,000	N/A	-	-	300,000	N/A
2007
Ian Macpherson	1,800,000	N/A	-	-	N/A	1,800,000
Michael Hannington	300,000	N/A	-	-	N/A	300,000
Steven Elliott	5,000,002	-	100,000	-	N/A	5,100,002

(i) Appointed 7 November 2007

(ii) Appointed 31 July 2007

(iii) Appointed 3 April 2008

(iv) Resigned 7 November 2007

(v) Resigned 31 July 2007

Share options of Talisman Mining Limited

	Balance at 1 July No.	Balance on appoint- ment No.	Granted as remuneration No.	Exercised No.	Net other change No.	Balance on resignation No.	Balance at 30 June No.	Vested but not exer- cisable No.	Vested and exercisable at 30 June No.
2008
Alan Senior(i)	N/A	-	4,000,000	-	-	N/A	4,000,000	-	1,000,000
Steven Elliott	6,566,668	N/A	-	(4,900,000)	-	N/A	1,666,668	-	1,666,668
Mick Bunyard(ii)	N/A	-	2,050,000	(22,000)	-	N/A	2,028,000	-	528,000
Karen Gadsby (iii)	N/A	-	2,000,000	-	-	N/A	2,000,000	-	-
HarryCornelius	-	N/A	800,000	(56,000)	-	N/A	744,000	-	444,000
Ian Macpherson(iv)	1,600,001	N/A	-	-	-	1,600,001	N/A	N/A	N/A
Michael Hannington(v)	850,000	N/A	-	-	-	850,000	N/A	N/A	N/A
2007
Ian Macpherson(i)	-	-	1,000,000	-	600,001	-	1,600,001	1,000,000	600,001
Michael Hannington(ii)	-	-	750,000	-	100,000	-	850,000	750,000	100,000
Steven Elliott	3,900,000	-	1,000,000	-	1,666,668	-	6,566,668	1,000,000	5,566,668

(i) Appointed 7 November 2007

(ii) Appointed 31 July 2007

(iii) Appointed 3 April 2008

(iv) Resigned 7 November 2007

(v) Resigned 31 July 2007

Further details of the employee share option plan and of share options granted during the 2008 and 2007 financial years are contained in

TALISMAN MINING LTD

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iii. Other transactions with key management personnel of the Company

During the period to 7 November 2007, Ord Nexia Pty Ltd, a company associated with Ian Macpherson provided corporate advice to the Company on commercial terms. Services provided until Ian Macpherson’s resignation on 7 November 2007 totaled $34,558 (2007:$125,233).

Other related parties include:

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All amounts advanced to or payable to associates are unsecured, interest free, have no fixed repayment date and are subordinate to other liabilities.

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Auditor of the parent entity
Audit or review of the fnancial report	23,212	17,545

The auditor of Talisman Mining Limited is HLB Mann Judd.

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On 2 July 2008, the company announced that it had withdrawn from participation in the proposed Protal Metals Group Limited uraniumfocused IPO in order for the company to focus on exploration and development of iron ore and manganese resources in Western Australia, with particular emphasis on the flagship Wonmunna Iron Ore project in the Pilbara region. The company retains the uranium assets and the concept of a uranium-focussed IPO may be revisted in the future, depending upon the company’s activities and market conditions.
On 29 July 2008, the company announced that it has relinquished the Mount James and Bustler Well gold projects in order to continue with and further enhance the company’s focus on iron ore, in particular the Wonmunna project.
On 28 August 2008, the company announced an Inferred Resource at the 100% owned NMM Wonmunna project.

ANNUAL REPORT 2008

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AS AT 8 OCTOBER 2008

Number of holders of listed equity securities

Ordinary share capital

75,288,047 fully paid ordinary shares are held by 1,406 individual shareholders. All issued ordinary shares carry one vote per share.

Listed options

24,827,257 listed options are held by 340 individual optionholders. Options do not carry a right to vote.

Distribution of holders of listed equity securities

	Fully paid ordinary shares	Number of holders	Listed options	Number of holders

1 – 1,000	60,071	86	7,827	14
1,001 – 5,000	1,142,888	358	232,737	68
5,001 – 10,000	2,771,870	315	448,175	54
10,001 – 100,000	19,616,403	520	5,631,263	155
100,001 and over	51,696,815	127	18,507,255	49
	75,288,047	1,406	24,827,257	340

The number of shareholders holding less than a marketable parcel is 216 given a share value of 20.5 cents per share.

Substantial shareholders

Substantial shareholders
Ordinary shareholders	Fully paid ordinary shares
	Number	%

Mr Steven Elliott	7,200,002	9.56
Mr Kerry Harmanis	4,960,000	6.59
Mr Graham Walker	4,175,000	5.54
	16,335,002	21.69

Twenty largest holders of ordinary shares

Twenty largest holders of ordinary shares
	Fully paid ordinary shares
Ordinary shareholders	Number	%

1. Mr Steven Elliott	5,310,001	7.05
2. Tyche Holdings Pty Ltd	4,960,000	6.59
�� �� �� �� 5. UBS Wealth Management Australia Nominees Pty Ltd 2,000,000		�� �� 2.66
6. Arcaro Holdings Pty Ltd	1,890,001	2.51
7. Metalmite Pty Ltd	1,800,000	2.39
8. Bitutti Pty Ltd	1,700,000	2.26
9. Redcode Pty Ltd	1,675,000	2.22
10. Goldbay Limited	1,500,000	1.99
11. Mr Paul Rozier Oost	1,262,600	1.68
12. Mr Thomas Robert Gerard Sutherland	1,024,680	1.36
13. Mr Christopher Mark Edwards	865,000	1.15
14. Trader 13 Pty Ltd	719,576	0.96
�� �� 16. Orbit Drilling Pty Ltd 606,665		�� 0.81
17. FATS Pty Ltd	575,000	0.76
18. Lippo Securities Nominees (BVI) Ltd	530,000	0.70
�� �� 20. Coralberry Grove Pty Ltd 500,000		�� 0.66
	32,298,523	42.89

TALISMAN MINING LTD

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AS AT 8 OCTOBER 2008 (cont…)

Twenty largest holders of listed options

Twenty largest holders of listed options
	Listed options
Listed optionholders	Number	%

1. Hawera Pty Ltd	2,383,333	9.60
2. Redcode Pty Ltd	2,000,000	8.06
3. Arcaro Holdings Pty Ltd	1,563,335	6.30
4. Mount Street Investments Pty Ltd	1,200,000	4.83
�� �� 6. Hawera Pty Ltd 900,000		�� 3.62
�� �� �� �� 9. Fortis Clearing Nominees Pty Ltd 391,941		�� �� 1.58
10. FATS Pty Ltd	333,334	1.34
11. Barclay Wells Limited	330,000	1.33
12. Truwest Pty Ltd	316,064	1.27
13. Regent Corporation 2001 Pty Ltd	314,633	1.27
14. Jem Nominees Pty Ltd	310,000	1.25
15. Metalmine Pty Ltd	303,333	1.22
�� �� 17. Celebrity Agents Pte Ltd 300,000		�� 1.21
18. Guina Nominees Pty Ltd	300,000	1.21
19. Strand Corporation Pty Ltd	298,701	1.20
20. Northerly Investments Pty Ltd	260,000	1.05
	14,113,008	56.84

Unquoted equity securities

Unquoted equity securities
		Unlisted options
	Number	No. of
Class		holders

1. Unlisted options exercisable at 25 cents each on or before 31 December 2010	2,222,000	4
2. Unlisted options exercisable at $1.20 each on or before 31 December 2010	1,400,000	7
3. Unlisted options exercisable at $1.00 each on or before 30 November 2010	1,500,000	2
4. Unlisted options exercisable at $1.20 each on or before 30 November 2010	1,500,000	2
5. Unlisted options exercisable at $1.60 each on or before 30 November 2010	1,500,000	2
6. Unlisted options exercisable at $2.20 each on or before 30 November 2010	1,500,000	2
7. Unlisted options exercisable at $1.00 each on or before 31 May 2011	500,000	1
8. Unlisted options exercisable at $1.20 each on or before 31 May 2011	500,000	1
9. Unlisted options exercisable at $1.60 each on or before 31 May 2011	500,000	1
10. Unlisted options exercisable at $2.20 each on or before 31 May 2011	500,000	1

Unquoted equity security holdings greater than 20%

		Unlisted	options
Class	Option holder	Number	%

1	Fats Pty Ltd	1,000,000	45.00
1	Zelia Pty Ltd	750,000	33.75
2	Redcode Pty Ltd	600,000	42.86
2	Northerly Investments Pty Ltd	300,000	21.43
2	Harry Cornelius	300,000	21.43
�� �� �� �� �� �� �� �� ��			�� �� ��
Company secretary	Principal administration offce
Darren Crawte	Ground Level, 6 Centro Avenue
	Subiaco Western Australia 6008

Registered office Share registry Level 2, 47 Colin Street Advanced Share Registry Services West Perth Western Australia 6005 150 Stirling Highway Nedlands Western Australia 6009

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TALISMAN MINING LTD
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TALISMAN MINING LTD Ground Level 6 Centro Avenue Subiaco Western Australia 6008 Tel +61 8 9380 4230 Fax +61 8 9382 8200 www.talismanmining.com.au

AI assistant

TALISMAN MINING LIMITED — Annual Report 2008

65926_rns_2008-10-23_3084383f-5c3b-442c-a3c8-392da7ab4a86.pdf

CORPORATE DIRECTORY

DIRECTORS

COMPANY SECRETARY

REGISTERED OFFICE

PRINCIPAL OFFICE

AUDITORS

CONTENTS

SOLICITOR

SHARE REGISTRY

STOCK EXCHANGE

TALISMAN MINING LTD

LETTER FROM THE CAHIRMAN

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WONMUNNA IRON PROJECT

TRILLBAR IRON PROJECT

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NOMINATION COMMITTEE

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OTHER

Skills, Experience, Expertise and term of office of each Director

Identification of Independent Directors and the Company’s Materiality Thresholds

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Directorships of other listed companies

Directors’ shareholdings

Remuneration of directors and senior management

Share options granted to directors and senior management

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