TITANIUM SANDS LIMITED — Capital/Financing Update 2008

Jan 16, 2008

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21 January 2008

The Manager Company Announcements ASX Limited via Electronic Lodgement

Dear Shareholder

Non-Renounceable Entitlement Issue

On 18 January 2008, Windimurra Vanadium Limited ( Company ) lodged a prospectus ( Prospectus ) with the Australian Securities & Investments Commission ( ASIC ) for a nonrenounceable entitlement issue of 34,250,031 fully paid ordinary shares ( New Shares ) on the basis of one (1) New Share for every existing three (3) shares held on 29 January 2008 ( Record Date ), to be issued at $1.60 each to raise approximately $54.8 million ( Entitlement Issue ).

The Entitlement Issue includes an additional share facility whereby shareholders who are eligible to participate in the issue will be able to apply for additional New Shares not taken up by other shareholders ( Additional Share Facility ). Full details of the Additional Share Facility are contained in the Prospectus.

Fractional entitlements will be rounded down to the nearest whole number. New Shares issued will rank equally with all existing shares on issue. Shareholder approval is not required in relation to the Entitlement Issue.

On or about 1 February 2008, a full copy of the Prospectus will be mailed to all shareholders who held shares on the Record Date. However, the Prospectus will not constitute an offer in any place in which, or to any person to whom, it will be unlawful to make such an offer and an Entitlement and Acceptance Form will only be sent to shareholders with registered addresses in Australia and New Zealand.

The Prospectus is available on the ASX website at www.asx.com.au.

The Entitlement Issue is fully underwritten by Euroz Securities Limited ( Underwriter ) and sub-underwritten by Territory Resources Limited. In consideration for the underwriting, the Company has agreed to pay the Underwriter a fee equal to 3% of the amount raised under the Prospectus.

The purpose of the offer is to raise approximately $54.8 million (before expenses of the offer). The funds raised from the offer will be applied to fund development of the Windimurra Vanadium Project and to provide working capital for the Company.

The Company will apply for official quotation by ASX of the New Shares to be issued pursuant to the Entitlement Issue.

Windimurra Vanadium Ltd ABN 65 009 131 533 MidWest Vanadium Pty Ltd ABN 65 113 874 712 Level 4, 76 Kings Park Road, West Perth, Western Australia 6005 Tel: +61 8 9423 1900 Fax: +61 8 9423 1999

The timetable for the Entitlement Issue is as follows:

Event	Date
Appendix 3B and Prospectus lodged with ASX	17 January 2008
Prospectus lodged with ASIC	18 January 2008
Day 0 for the purposes of Appendix 7A paragraph 3 of the ASX	18 January 2008
Listing Rules
Notice to be sent to shareholders with details of the Entitlement	21 January 2008
Issue
Existing shares quoted on an ‘ex’ basis	22 January 2008
Record Date for determining entitlement to New Shares	29 January 2008
Dispatch Prospectus	1 February 2008
Closing Date of Entitlement Issue	15 February 2008
New Shares quoted on a deferred settlement basis	18 February 2008
Deferred settlement trading ends – proposed date for issue of New	25 February 2008
Shares and dispatch of shareholding certificates
New Shares commence trading	26 February 2008

Note: These dates are determined based on the current expectations of the Directors and may, subject to the listing rules, be changed without notice. The Directors may extend the Closing Date by giving at least 6 Business Days’ notice to ASX prior to the Closing Date. If this was to occur, the date the shares are expected to commence trading on ASX may vary.

Yours faithfully

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Dr Iain Scott Managing Director

Windimurra Vanadium Ltd ABN 65 009 131 533 MidWest Vanadium Pty Ltd ABN 65 113 874 712 Level 4, 76 Kings Park Road, West Perth, Western Australia 6005 Tel: +61 8 9423 1900 Fax: +61 8 9423 1999