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TASMAN RESOURCES LTD Capital/Financing Update 2006

Nov 21, 2006

65896_rns_2006-11-21_8516ab3e-80be-454b-af3d-050964564470.pdf

Capital/Financing Update

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Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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

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

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

TASMAN RESOURCES NL

ABN

85 009 253 187

We (the entity) give ASX the following information.

Part 1 - All issues

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

$\mathbb{I}$ + Class of + securities issued or to be
issued
Ordinary Fully Paid Shares
Options - 31 December 2009
$\overline{2}$ Number of + securities issued or to 6,000,000 Ordinary Fully Paid Shares
be issued (if known) or maximum
number which may be issued
6,000,000 Options (31 December 2009)
3. Principal terms of the + securities The Options are exercisable at any time prior to
(eg, if options, exercise price and 5.00pm WST 31 December 2009 ("the Expiry
expiry date; if partly paid Date"). Options not exercised on or before the
*securities, the amount outstanding Expiry Date will automatically lapse.
and due dates for payment; if
securities,
+ convertible
the
The Options entitle the holder to subscribe (in
conversion price and dates
for
respect of each Option held) for a share ("Share") at
conversion) an exercise price per Option of 20 cents.
The Options may be exercised wholly or in part by
completing a notice of exercise of options ("Notice
of Exercise") to be delivered to the Company's
Registered Office and received by it any time prior
to the Expiry Date.
4 Do the securities rank equally in all
respects from the date of allotment
with an existing + class of quoted
securities?
Yes
If the additional securities do not
rank equally, please state:
the date from which they do
٠
which
the
extent to
they
٠
participate for the next dividend,
case
$(in -$
the
of
trust.
$a -$
distribution) or interest payment
the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
5 Issue price or consideration 2006) per share issued. Ordinary fully paid shares at \$0.135 per share one free
attaching option (new options expiring 31 December
6. Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
The funds raised will be used for additional exploratory
drilling at the Company's exploration projects in South
Australia which will include an expanded drilling
program and other ongoing exploration commitments in
South Australia covering gold, base metals and diamonds;
and sufficient funding to meet the Company's working
capital requirements.
7 Dates of entering *securities into
uncertificated holdings or despatch
of certificates
21 November 2006
Number + Class
8 Number
+ class
and
of
all
108,967,510 Ordinary Fully Paid Shares
+ securities
quoted
ASX.
Off
(including the securities in clause
2 if applicable)
6,000,000 Options - 31 Dec 2009
-9 Number and $\pm$ class of all N
*securities not quoted on
$\text{ASX}$ ( including the N
securities in clause $2$ if
applicable)
Number + Class
Nil Ordinary Fully Paid Shares
Nil Options expiring 31 December 2009
Employee Share Option Plan
200,000 Options expiring 3 March 2007
200,000 Options expiring 3 March 2008
2.800,000 Options expiring 30 August 2009

Dividend policy (in the $\overline{\phantom{a}}$ As per existing shares case of a trust, distribution $10\,$ policy) on the increased capital (interests)

acceptances or renunciations

Part 2 - Bonus issue or pro rata issue

$\overline{11}$ holder
security
approval
Is
required?
12 Is the issue renounceable or non-
renounceable?
13 Ratio in which the + securities will
be offered
14 + Class of + securities to which the
offer relates
15 + Record
determine
date
$\mathfrak{t}$
entitlements
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17 Policy for deciding entitlements in
relation to fractions
18 Names of countries in which the
entity has *security holders who
will not
be sent new issue
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing
for
receipt
of l
date
20. Names of any underwriters
21 Amount of any underwriting fee or
commission
22 Names of any brokers to the issue
23. Fee or commission payable to the
broker to the issue
24 Amount of any handling
fee
payable to brokers who lodge
acceptances or renunciations on
behalf of + security holders
25. If the issue is
contingent
on
*security holders'
approval,
the
date of the meeting
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28 Date rights trading will begin (if
applicable)
29 Date rights trading will end (if
applicable)
30 How do *security holders sell their
in full through
entitlements
a
broker?
31 How do + security holders sell part
of their entitlements through a
broker and accept for the balance?

Page $4\,$

  • 32 How do *security holders dispose of their entitlements (except by sale through a broker)?
  • 33 +Despatch date

Part 3 - Quotation of securities

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

  • 34 Type of securities $(tick one)$
  • $(a)$ Securities described in Part 1 ⊠
  • $(b)$ All other securities Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

  • If the "securities are "equity securities, the names of the 20 largest holders of the $\overline{\mathsf{X}}$ additional *securities, and the number and percentage of additional *securities held by those holders
  • 36

37

$|\overline{\mathsf{x}}|$

35

If the *securities are *equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ 10,001 - 100,000 100,001 and over

A copy of any trust deed for the additional *securities

Entities that have ticked box 34(b)

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

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

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

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

Number and +class of all +securities 42 quoted on ASX (including the securities in clause 38)

Number + Class
Ś
۳

Quotation agreement

  • $\mathbf{f}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
  • $\overline{2}$ We warrant the following to ASX.
  • The issue of the *securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those *securities should not be granted *quotation. $\blacksquare$
  • An offer of the "securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any "securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
  • If we are a trust, we warrant that no person has the right to return the $\bullet$ *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.
  • $\mathfrak{Z}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
  • $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:

Raymond Francis Buscall Company secretary

Date: 22 November 2006.

=

TASMAN RESOURCES NL - ANNEXURE TO APPENDIX 3B DATED 22 NOVEMBER 2006

Name of Applicant Acct Designation Options % Holding
1 RBC Dexia Investor Services Australia Nominees Pty Ltd 960,000 16.00%
2 Mr Adrian Alexander Venuti 450,000 7.50%
3 Mrs Dina Leigh Le Page 392,926 6.55%
4 K & V Lamb Pty Ltd 300,000 5.00%
5 Sabre Power Systems Pty Ltd 300,000 5.00%
6 Mr Michael Andrew Whiting & Mrs Tracy Anne Whiting 184,074 3.07%
7 Mainbreak Securities Pty Ltd 180,000 3.00%
8 Mrs Cheryl Ann Nairn 150,000 2.50%
9 Mr Mark Daryl Wood 140,000 2.33%
10 Wobbly Investments Pty Ltd 120,000 2.00%
11 Dejul Trading Pty Ltd 100.000 1.67%
12 Anna De Lucial 100,000 1.67%
13 C & E Johnson Nominees Pty Ltd 100,000 1.67%
14 Husif Nominees Pty Ltd 100,000 1.67%
15 Mr Peter Anthony Whiting & Mrs Jane Mary Whiting 100,000 1.67%
16 Mr Peter Henry Doyle 100,000 1.67%
17 Eastor Pty Ltd 90,000 1.50%
18 Yeaman Nominees Pty Ltd 90,000 1.50%
19 Mr Samuel John Legoe & Mrs Felicity Legoe 80,000 1.33%
20 Mr James William Mahony & Mrs Raema Sue Mahony 80,000 1.33%
4,117,000 68.62%

Item 35 - 20 Largest Shareholders of Additional Securities

Item 36 - Distribution Schedule of Options Issued

$1 - 1.000$ Nil
$1.001 - 5.000$ Nil
$5.000 - 10.000$ Nii
10.001 - 100,000 40
100,001 and over 10