TALONX RESOURCES LIMITED — Capital/Financing Update 2012

May 14, 2012

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ASX RELEASE 15 May 2012

SHARE PLACEMENT

The Company has reached agreements to place 30,000,000 shares with professional investors at an issue price of 0.3 of a cent to raise $90,000.

FURTHER FUNDING

The Company has also been provided with an additional $16,000 loan funding from Exchange Services Pty Ltd a Company controlled by Mr A P Stirling, a Director of the Company.

Funds raised from these issues will be applied to ongoing exploration and resource development.

CURRENT ONGOING EXPLORATION AND RESOURCE DEVELOPMENT

Kihabe-Nxuu Project, Botswana

At the Company’s Kihabe-Nxuu Zn/Pb/Ag project in Botswana, assays from close-spaced geochemical soil sampling have generated six significant Zn/Pb soil geochemical anomalies and one significant Cu/Co soil geochemical anomaly which have the potential to increase the Company’s resource base.

The Company is continuing with soil geochemical sampling and is currently generating further Zn/Pb anomalies between the previously identified Wanchu Zn/Pb anomaly and the Nxuu resource 4km along strike and to the NE (refer attached image).

The information in this release that relates to exploration results, together with any related assessments and interpretations, is based on information approved for release by Mr. Giles Rodney Dale of GR Dale and Associates. Mr. Dale is a Fellow of the Australian Institute of Mining and Metallurgy. Mr. Dale has sufficient experience which is relevant to the style of mineralisation under consideration and to the activity which he has undertaken to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Mineral Resources and Ore Reserves”. Mr. Dale consents to the inclusion in this release of matters based on this information in the form and context to which it appears.

END

ACN: 009 067 476 Level 4, 109 St Georges Terrace Perth, Western Australia 6000 PO Box Z5301 St Georges Terrace Perth Western Australia 6831 Tel: (61 8) 9322 6311 Fax: (61 8) 9322 4607 mtb@mountburgess.com www.mountburgess.com

KIHABE- NXUU RESOURCE STATEMENT

Deposit	External Cut %	Indicated M Tonnes %	Inferred M Tonnes %	Total M Tonnes %
Kihabe	1.5%	11.4 @ 2.90%*	3.0 @ 2.60%*	14.4 @ 2.84%*
Nxuu	0.3%	-	10.9 @ 3.20%*	10.9 @ 3.20%*
		11.4 @ 2.90%*	13.9 @ 3.07%*	25.3 @ 3.00%*

*Zinc Equivalent Grade

Kihabe resource calculated on metal Zn US$1,810/t Pb US$1,955/t Ag US$18.75/oz prices as at 17 July 2008: Grades applied: Zn 1.75% Pb 0.76% Ag 6.93 g/t Nxuu resource calculated on zinc and lead at US$ par Grades applied: Zn 1.8% Pb 1.4%

The information in the resource statement that relates to the Kihabe Resource is compiled by Byron Dumpleton, B.Sc., a member of the Australasian Institute of Geoscientists. The information that relates to the Nxuu Resource is compiled by Mr Ben Mosigi, M.Sc., (Leicester University – UK), B.Sc., (University of New Brunswick – Canada), Diploma Mining Tech (Haileybury School of Mines – Canada), a member of the Geological Society of South Africa.

Mr Dumpleton is an independent qualified person and Mr Mosigi is a Technical Director of the Company. Both Mr Dumpleton and Mr Mosigi have sufficient experience relevant to the style of mineralisation under consideration and to the activity to which they have undertaken to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code of Reporting of Mineral Resources and Ore Reserves”. Both Mr Dumpleton and Mr Mosigi consent to the inclusion in this report of the matters based on the information in the form and context in which it appears.

KIHABE-NXUU METAL RECOVERIES

Independent metallurgical testwork has confirmed the metal recoveries shown in the table below. Accordingly the Company believes these recoveries are achievable. Zinc recovered from acid leaching oxide zones will enable Zn metal to be recovered on site from electro-winning.

DEPOSIT	Zone	Time	Zinc	Lead	Silver
Kihabe
Oxide Zone
Acid leaching @40oC 30 kg/t acid	Oxide *	24 hrs	96.9%	91.9%	n/a
Sulphide Zone
Rougher flot	Sulphide	90 seconds	91.9%	84.8%	94%
	Sulphide	15.5 mins	93.8%	88.1%	96.4%
Nxuu
All Oxide
Acid leaching @25OC 30 kg/t acid	Oxide *	12 hrs	93%	93%	n/a

* Note: Zn mineralisation in the oxidised zones is hosted within Smithosonite and Baileychlore and independent test work has confirmed both of these are amenable to acid leaching.

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500,000 mE 505,000 mE 510,000 mE 515,000 mE 520,000 mE 525,000 mE
COPPER ANOMALY
COPPER ANOMALY EAST
CAS ANOMALY
EASTWIN
KIHABALA
ANOMALY
LEBALA
ANOMALY
WANCHU ANOMALY
TSWEE TSWEE ANOMALY
GOSSAN ANOMALY
XAI XAI
APPENDIX 10
KIHABE BASE METALS PROJECT
Date:20/3/2012
Soil Sampling Grids
Author: CF on Google Imagery
Office: Perth
Drawing: WORKING_
XRF_SoilSamples
Scale: 1:50000 Projection: WGS84 UTM Zone 34 South
0 1.5 3
kilometres
NXUU RESOURCE
WESTWIN ANOMALY
KIHABE RESOURCE
TARGET 52 ANOMALY
7,835,000 mN
7,830,000 mN
7,825,000 mN
7,820,000 mN
7,815,000 mN
7,810,000 mN
7,805,000 mN
7,800,000 mN
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