TITANIUM SANDS LIMITED — Major Shareholding Notification 2005

May 3, 2005

604	Page 1 of 3 15 July 2001
	- 1979年4月
	The company of the state of the state of the state

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	in a matter to the 医无关的 网络别人 PRECIÓUS METALS AUSTRALIA LIMITED.
ACN/ARSN	エヌしょうしゃ エンドウェー 法法律解决 化反应原始 计交换 009 131 533
1. Details of substantial holder (1)	a se a política da angl
Name	RODERICK JAMES HOLLAS SMITH
ACN/ARSN (if applicable)	N/A Collective
There was a change in the interests of the substantial holder on	27/04/2005 and was a start of
The previous notice was given to the company on	19/01/2005
The previous notice was dated	19/01/2005

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting inferests in the scheme that the substantial holder or
an associate (2) had a relevant inferest (3) in when last required, and when now r company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
. Ordinarv	14,875,709	36.30%	14,875,709	31.57%
	-------------------		------------------------------	--------------------------------------

$\int_{\gamma_{\rm min}}^{\gamma_{\rm max}}$

1. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of
the company or scheme, since the substantial holder was last required to give

Date of change	Person whose relevant interest changed	Natura of change (6)	Consideration given in relation to change.	Class and number of securities affected	Person's votes affected
27/04/2005 RJH Smith		Placement			Ð
27/04/2005	Horseshoe Excloration Ptv Ltd	Placement
27/04/2005	Pacific Quest Investments Ptv ltd	Placement			Ð

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Hatder of relevant interest	Registered holder of securities	Person entitled to be registered as holder	Nature of relevant interest (6)	Class and number of securities	Person's votes
RJH Smith	R.TH Smith	RJH Smith	Solf	614.401	614,401
Morseshom	Horseshoe	Rorseshoe	Director/ Shareholder	2,311,594	BARABAABARRATA 2.311.594 --------------------------------------

							604.	Page 2 of 3: 15 July 2001
		Bacific	Pacific	Pacific	Director/ Shareholder	11,449,714		11,449,714
			5. Changes in association	The persons who have become associates (2) of, caased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
			Name and ACN/ARSN (if applicable)	Nature of association
	N/A
	s. Acdressob
				The addresses of persons named in this form are as follows:
	Name			Address
		Pacific	RJH Smith, Horseshoe,		PO Box 295, Cottesloe, Ferth, WA 6011
( )		Signature
			print name	Roderick James Holles Smith		capacity date	Director 01/05/2005
			sign here
	(1)			If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group.	DIRECTIONS
				with the names and addresses of members is clearly set out in paragraph 6 of the form.
	-62)			See the definition of "associate" in section 9 of the Corporations Act 2001.
	(3)			See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
	(4) (5)			The voting shares of a company constitute one class unless divided into separate classes. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
	(B)	Include details of:
		(a)		any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 6718(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
		(1)	applies).	any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification
				See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
	$\langle 7 \rangle$			Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any banefit paid on behalf of the substantial holder or its associate in relation. to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.