TITANIUM SANDS LIMITED — Major Shareholding Notification 2008

Feb 27, 2008

Territory Resources Limited

23 Ventnor Avenue. West Perth WA 6005 Telephone: +61 8 9483 5100 Facsimile: +61 8 9483 5111

28 February 2008

Manager Announcements Company Announcements Office ASX Limited Level 4 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam

ASIC Form 605 - Notice of ceasing to be a substantial holder

Attached is a Notice of ceasing to be a substantial holder in respect to Windimurra Vanadium Limited.

Yours sincerely

Patrick McCole Company Secretary

An Australian Resources Group

Post Office Box 158, West Perth, Western Australia 6872 admin@territoryresources.com.au www.territoryresources.com.au A.B.N. 53 100 552 118

Form 605 Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme		Windimurra Vanadium Limited
ACN/ARSN	009 131 533
Details of substantial holder (1) 1.
Name		Territory Resources Limited
ACN/ARSN (if applicable)	100 552 118
The holder ceased to be a
substantial holder on		28/02/2008
The previous notice was given to the company on		27/ 12/ 2007

1. Changes in relevant interests

The previous notice was dated

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

27/ 12/ 2007

Date of change	Person whose relevant interest changed	Nature of change $(4)$	Consideration given in relation to change $(5)$	Class (6) and number of securities affected	Person's votes affected
	28 February 2008 Territory Resources Limited	Sale	\$26,000,000	13,000,000 Ordinary	13,000,000

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if a applicable)	Nature of association

4. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Territory Resources Limited ACN 100 552 118	Ground Floor, 23 Ventnor Avenue, West Perth WA 6005

Signature

	print name Patrick McCole	capacity	Company Secretary
sign here	$\bullet$	date	28/2/2008

DIRECTIONS

• $(1)$ 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, with the names and addresses of members is clearly set out in paragraph 4 of the form.
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(2)$
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(3)$
• Include details of: $(4)$
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy $(a)$ 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
• 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 $(b)$ securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or $(5)$ 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 benefit 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.
• The voting shares of a company constitute one class unless divided into separate classes. $(6)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(7)$