WEST WITS MINING LIMITED — Major Shareholding Notification 2011

May 30, 2011

604 Page 1 of 3 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme West Wits Mining Limited (ASX : WWI)

ACN/ARSN 124 894 060

1. Details of substantial holder (1)

Name Queensland Marketing Management Pty Ltd

ACN/ARSN (if applicable) 010 552 066

There was a change in the interests of the substantial holder on 27 / 05 / 2011 The previous notice was given to the company on 10 / 09 / 2009 The previous notice was dated 09 / 09 / 2009

2. Previous and present voting power

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

ompany 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)
Ordinary Shares	7,863,500	6.46%	13,718,852	10.60%

3. 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 a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
"See	Annexure A"

604 Page 2 of 3 15 July 2001

4. Present relevant interests

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

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
Queensland M M Pty Ltd	Queensland MM Pty Ltd **Super Fund A/C>	Queensland MM Pty Ltd **Super Fund A/C>	Shareholder	Ordinary Shares 6,553,500	6,553,500
Queensland M M Pty Ltd	Actionette Pty Ltd **A Frost S/F**\ **A/C>	Actionette Pty Ltd **A Frost S/F**\ **A/C>	Shareholder	Ordinary Shares 2,310,000	2,310,000
Queensland M M Pty Ltd Queensland M M Pty Ltd	Queensland Marketing Management Pty Ltd Queensland Marketing Management Pty Ltd **A/C>	Queensland Marketing Management Pty Ltd Queensland Marketing Management Pty Ltd **A/C>	Shareholder Shareholder	Ordinary Shares 4,625,000 Ordinary Shares 230,352	4,625,000 230,352

5. Changes in association

The persons who have become associates (2) of, ceased 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
-	-
-	-

6. Addresses

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

Name	Address
All	Suite 2, 1233 High Street, Armadale VIC 3143
-	-

Signature

print name sign here	Bryan Frost capacity Director
	date 31/05/2011

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 6 of the form.

604 Page 3 of 3 15 July 2001

• (2) 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) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (6) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(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

• (b) 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 applies).

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

• (7) 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 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.

• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

West Wits Mining Limited

(ACN: 124 894 060)

ANNEXURE A

Form 604

Notice of change of interest of substantial shareholder

3. Changes in relevant interests

Date of Change	Person whose relevant interest changed	Nature of change (6)	Considerations given in relation to change (7)	Class and number of securities affected	Person’s votes affected
22/09/2009	Queensland MM Pty Ltd Fund A/C>	On-market Disposal	($39,000.00)	(300,000)	(300,000)
03/02/2011	Actionette Pty Ltd A/C>	On-market Acquisition	$27,336.05	581,618	581,618
09/02/2011	Actionette Pty Ltd A/C>	On-market Acquisition	$9,612.00	178,000	178,000
10/02/2011	Actionette Pty Ltd A/C>	On-market Acquisition	$63.99	1,185	1,185
18/02/2011	Actionette Pty Ltd A/C>	On-market Acquisition	$15,189.12	281,280	281,280
18/02/2011	Actionette Pty Ltd A/C>	On-market Acquisition	$2,134.89	39,535	39,535
23/02/2011	Actionette Pty Ltd A/C>	On-market Acquisition	$22,174.25	418,382	418,382
20/05/2011	Queensland Marketing Management Pty Ltd (Superannuation A/C)	On-market Acquisition	$18.30	352	352
23/05/2011	Actionette Pty Ltd A/C>	On-market Acquisition	$1,560.00	30,000	30,000
27/05/2011	Queensland Marketing Management PtyLtd	Private Placement	$185,000.00	4,625,000	4,625,000