TITANIUM SANDS LIMITED — Capital/Financing Update 2006

Oct 3, 2006

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.

Name of entity

Precious Metals Australia Limited (Entity)

ABN

65 009 131 533

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).

$\mathbf{I}$ ⁺Class of ⁺securities issued or to be issued

Unlisted options to acquire fully paid ordinary shares

1,150,000 employee options

• Number of 'securities issued or to $\overline{2}$ be issued (if known) or maximum number which may be issued
• 3 Principal terms of the *securities (eg, if options, exercise price and expiry date; if partly paid *securities, the amount outstanding and due dates for payment; if *convertible securities. the conversion price and dates for conversion)

Unlisted options to acquire ordinary shares as follows: 100,000 exercisable at \$2.00 expiring 28-8-2011 100,000 exercisable at \$2.60 expiring 14-9-2011 125,000 exercisable at \$2.60 expiring $4-9-2011$ 125,000 exercisable at \$1.50 expiring 26-9-2011 125,000 exercisable at \$1.70 expiring 26-9-2011 325,000 exercisable at \$1.50 expiring 26-9-2011 250,000 exercisable at \$2.20 expiring 26-9-2011

⁺ See chapter 19 for defined terms.

4	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 ۰ extent which the to. they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not ۰ rank equally, other than in relation to the next dividend, distribution or interest payment		Employee options from a new class of securities
5	Issue price or consideration	Nil consideration
6	Purpose of the issue (If issued as consideration for the acquisition оf clearly assets, identify those assets)	Share Option Scheme	Issued pursuant to PMA Employee and Executive
7.	Dates of entering "securities into uncertificated holdings or despatch of certificates	27 September 2006
8	Number and class of all securities quoted on ASX (including the securities in clause 2 if applicable)	Number 74,720,429	+ Class Ordinary fully paid (PMA)

⁺ See chapter 19 for defined terms.

	Number	$+Class$
Number and + class of all + securities not quoted on ASX (including the securities in clause 2 if applicable)	500,000	Directors Options expiring 29 November 2007 exercisable at 15 cents. (PMAAI)
	100,000	Employee Options Expiring 30 November 2006 exercisable at \$1.30 (PMAAK)
	100,000	Employee Options Expiring 3 August 2010 exercisable at \$1.30. (PMAAK)
	100,000	Employee Options Expiring 30 November 2006 exercisable at \$1.40. (PMAAAM)
	100,000	Employee Options Expiring 28 February 2011 exercisable at \$1.40. (PMAAAO)
	100,000	Employee Options Expiring 30 November 2006 exercisable at \$1.75. (PMAAAQ)
New	100,000	Employee Options Expiring 28 August 2011 exercisable at \$2.00
New	125,000	Employee Options Expiring 14 September 2011 exercisable at \$2.60
New	100,000	Employee Options Expiring 4 September 2011 exercisable at \$2.60

⁺ See chapter 19 for defined terms.

Number and + class of all + securities not quoted on ASX (including the securities in clause 2 if applicable)
New	125,000	Employee Options Expiring 26 September 2011 exercisable at \$1.50
New	125,000	Employee Options Expiring 26 September 2011 exercisable at \$1.70
New	325,000	Employee Options Expiring 26 September 2011 exercisable at \$1.50
New	250,000	Employee Options Expiring 26 September 2011 exercisable at \$2.20
Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

$10$

15	+ Record date to determine 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 date for receipt of acceptances or renunciations
20	Names of any underwriters
21	underwriting Amount οf fee any. 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 who lodge brokers acceptances Θľ 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)

⁺ See chapter 19 for defined terms.

• 29 Date rights trading will end (if applicable)
• How do *security holders sell their entitlements in full through a broker?
• 31 How do *security holders sell part of their entitlements through a broker and accept for the balance?
• 32 How do *security holders dispose of their entitlements (except by sale through a broker)?
• 33 ⁺Despatch date

Part 3 - Quotation of securities

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

• 34 Type of securities (tick one)
• Quoted Securites $(a)$

X

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

30

$+$ See chapter 19 for defined terms.

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

35	If the "securities are "equity securities, the names of the 20 largest holders of the additional securities, and the number and percentage of additional securities held by those holders
36	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
37	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 extent to which the they ۰ participate for the next dividend, the case of. $\lim$ $\alpha$ 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
	on conversion of another security, clearly identify that other security)

⁺ See chapter 19 for defined terms.

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

	Number	+Class
Ś
ė

Ouotation agreement

• "Quotation of our additional "securities is in ASX's absolute discretion. ASX may $\mathbf{1}$ 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.
• 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 Cornorations 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 $\bullet$ 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.
• We warrant that if confirmation is required under section 1017F of the $\bullet$ Corporations Act in relation to the *securities to be quoted, it has been provided 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 *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ 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.

⁺ See chapter 19 for defined terms.

Sign here:
Date: 4 October 2006 Mike Drew Company Secretary

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⁺ See chapter 19 for defined terms.